In many ways, the 2026 proxy season has been markedly different than prior seasons, due, in no small part, to the November 2025 decision by the U.S. Securities and Exchange Commission (“SEC”) Staff not to provide substantive guidance on the
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The 2026 Proxy Season: Shareholder Proposal Trends
The 2026 proxy season thus far has been out-of-the-ordinary, impacted by regulatory and policy developments that required companies and shareholders to adapt their shareholder proposal and engagement strategies. As a result of these unusual circumstances, particularly when coupled with uncertainty
Getting on Board Training Program: Risk Oversight in the Modern Boardroom: A Director’s Perspective on Governance, Judgment, and Corporate Responsibility
Webinar: June 23, 2026 | 8:30 a.m. – 9:30 a.m. ETRegister here.
Corporate boards today face expanding expectations and intensifying scrutiny. Directors are expected to oversee not only traditional financial and operational risks, but also cybersecurity, AI, geopolitics, regulatory
Goodbye, Green Disclosures: SEC Proposes Full Withdrawal of Climate-Related Disclosure Requirements
As we previewed, the U.S. Securities and Exchange Commission (“SEC”) has proposed to rescind its Climate-Related Disclosure Rules, which were adopted in March 2024 and require registrants to provide certain climate-related information in their registration statements and annual reports.
Leveling the Shelf: The SEC’s Proposal on Registered Offering Reform
On May 19, 2026, the U.S. Securities and Exchange Commission (the “SEC” or the “Commission”) proposed extensive amendments to the registered offering framework under the Securities Act of 1933, as amended (the “Securities Act”). The SEC’s rulemaking proposal on Registered
SEC Proposes Rules Simplifying Filer Status Determinations and Increasing Disclosure Accommodations
On May 19, 2026, the U.S. Securities and Exchange Commission (the “SEC”) published two rulemaking proposals, each of which would substantially revise the requirements of the U.S. federal securities laws applicable to public companies. These proposals mark the next step
Officers and Directors from Additional Jurisdictions Exempt from Section 16(a) Reporting
Beginning on March 18, 2026, pursuant to the Holding Foreign Insiders Accountable Act (the “HFIAA”) officers and directors of foreign private issuers (“FPIs”) were required to comply the beneficial ownership reporting requirements in Section 16(a) of the Securities Exchange Act
SEC Moves to Rescind Climate Disclosure Rules
On May 4, 2026, the Securities and Exchange Commission (“SEC”) submitted a rulemaking proposal to the U.S. Office of Information and Regulatory Affairs (“OIRA”) titled “Rescission of Climate-Related Disclosure Rules,” signaling the agency’s intent to formally rescind its climate-related disclosure
Shareholder Rights Group Report Recaps 2026 Shareholder Proposal Season
The Shareholder Rights Group, a shareholder rights advocacy group, recently published an initial report on the 2026 shareholder proposal season, titled “Shareholder Proposals and Corporate Governance in a Season of Regulatory Uncertainty.” The report touches on the regulatory backdrop that
SEC Publishes Proposing Release on Semiannual Reporting: Proposal Specifics and Practical Implications
On May 5, 2026, the U.S Securities and Exchange Commission (the “SEC”) published a long-awaited release (the “Proposing Release”) proposing changes to certain rules which, if adopted, will allow (but not require) registrants to file semiannual reports on new Form