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In addition to providing a helpful overview of the operation of Rule 14a-8, in this publication, Hunton explores, among other things, how shareholder activism may evolve heading into the 2027 proxy season amid continued uncertainty over the Rule's future. With the SEC expected to begin considering amendments to or repeal of Rule 14a-8, the firm anticipates not only increased litigation over shareholder proposal exclusions, but a growing reliance on alternative activist strategies, including zero-slate campaigns, independent proxy solicitations, director election contests, and direct engagement with institutional investors. The publication also examines practical corporate responses, litigation trends, and the potential implications of amending or repealing Rule 14a-8 for both companies and shareholders.
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