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Shareholder Proposals: Proxy Season State of Play

By Randi Morrison posted 05-18-2025 08:36 PM

  

Courtesy of Proxy Analytics, the data below summarizes no-action and shareholder proposal activity for the current proxy season through April 30 compared to prior seasons. For purposes of this analysis, each proxy season runs from July 1 – June 30. Proposals tracked are based on several sources including proxy statements, no-action letters, and pre-proxy publicly available information. Note that approximately 90% of shareholder meetings are held during the first six months of the calendar year.

No-action letters

Based on publicly available information, a record 374 no-action request letters have been submitted this season. The overall grant rate is 69.8% (compared to 68% last season) based on 278 no-action responses, with 18 currently pending and 69 withdrawn.

Shareholder proposals

At 852 tracked proposals, shareholder proposal volume is down approximately 13% year-over-year and 15% relative to full season 2024.

The average support for shareholder proposals overall is 22.4% compared to 22.9% for full season 2024, with Proxy Analytics expecting potential reduced support as the season unfolds, as was the case in 2024.

Average support levels for E&S shareholder proposals overall and by category, as well as Governance and Compensation proposals, are depicted here:

Average support for director nominees and say-on-pay is relatively flat (within 1%) season-over-season at 96% (Russell 3000 and S&P 500) and 92% / 89% (Russell 3000 and S&P 500), respectively.

Access additional resources on our Proxy & Annual Reporting Season 2025 page.

                      This post first appeared in the weekly Society Alert!

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