Topic
Shareholder Proposals
286 published works
The CLS Blue Sky Blog
Orrick Discusses How SEC Is Handing More Control Back to Issuers
By Martinyerovi
For decades, the annual meeting ran through the same cast of middlemen. Under Rule 14a-8,[1] companies generally had to put shareholder proposals in their proxy statements for a vote, unless…
The Securities Edge
Happy about SEC Reforms? Be Careful What You Wish For
Anyone who follows the SEC knows that the agency has been cranking out new rule proposals at what appears to be a record pace. The proposals address a wide variety…
The CLS Blue Sky Blog
Cleary Discusses SEC Proposal to Rescind Rule 14a-8 and Amend Rule 14a-4
By Martinyerovi
On September 16, 2026, the SEC issued its much-anticipated proposal to rescind Rule 14a-8 under the Securities Exchange Act of 1934 (the “Exchange Act”), the shareholder proposal rule, in its…
Thompson Coburn LLP
Thompson Coburn Attorneys Explore How States May Shape the Future of Shareholder Proposals
In a recent Law360 article, Thompson Coburn attorneys Michele Kloeppel, Sarah Larson, and Christian Witte examined the potential impact of the SEC’s proposed rescission of Rule 14a-8 and the role…
The CLS Blue Sky Blog
Skadden Discusses Major Changes to Federal Proxy Rules
By Renholding
Executive Summary What’s new: On September 16, 2026, the SEC proposed amendments to the federal proxy rules, including rescinding Rule 14a-8 governing shareholder proposals in company proxy materials, expanding company discretionary…
The CLS Blue Sky Blog
Who Needs SEC Rule 14a-8?
By Renholding
On September 16, the Securities and Exchange Commission proposed to rescind Rule 14a-8, the SEC rule that lets a shareholder holding as little as $2,000 of stock place a proposal…
The D&O Diary
Proxy Season 2026: Governance, AI Oversight, 14a-8, and the D&O Implications
By Sarah Abrams
As the 2026 proxy season recedes into the rearview mirror, several clear themes have emerged. Perhaps the most notable is that, despite years of intense focus on environmental and social…
Client Alerts & Publications: Chapman and Cutler LLP
SEC Proposes Sweeping Changes to Proxy Solicitation Rules and Shareholder Proposal Framework
On September 16, 2026, the Securities and Exchange Commission proposed two significant rule changes affecting the proxy solicitation process under the Securities Exchange Act of 1934. The first set of…
Securities Law Exchange
SEC Proposes Eliminating Rule 14a-8: What the Proposed Rescission of the Federal Shareholder Proposal Rule Means for Public Companies and Proxy Season
Key Takeaways On September 16, 2026, the SEC proposed to rescind Rule 14a-8, the longstanding federal rule requiring companies to include qualifying shareholder proposals in their proxy materials, which would…
Gibson Dunn
SEC Proposes to Eliminate Federal Shareholder Proposal Rule and Modernize Proxy Solicitation Process
The SEC seeks to eliminate the Rule 14a-8 shareholder proposal framework, reform the voting framework applicable to shareholder proposals submitted under state law, and modernize several aspects of the proxy…