Below is an excerpt from ISS-Corporate’s recently released article “2025 U.S. Proxy Season: Midseason Review Finds Sharp Drop in Shareholder Resolutions on Ballot”. The full article is available on ISS-Corporate’s resources page.
As May 22 is the peak of the U.S. proxy season, with 137 Russell 3000 companies expected to hold annual meetings today, ISS-Corporate has examined early trends in shareholder proposals and executive compensation. The shareholder proposal landscape has drastically changed this proxy season – notably, the total number of proposals submitted and voted on has decreased drastically while the number of proposals omitted has risen. Governance proposals remain common, although their focus has shifted. While fewer environmental and social proposals have made the ballot, those related to greenhouse gas (GHG) emissions remain popular. This analysis reviews Russell 3000 companies with annual meetings between January 1 through June 30 for each year since 2021.
Key Takeaways
- Total shareholder proposal submissions have dropped while the number of omitted proposals has increased sharply.
- Governance-related resolutions remain the most common type on the ballot.
- Despite a significant decline in environmental proposals being voted on, resolutions related to GHG emissions, generally requesting enhanced disclosure, remain common.
- Median CEO pay is at an all-time high for both S&P 500 and Russell 3000 companies.
- Say-on-Pay support levels have declined slightly. While overall support remains strong, there are signs of trouble ahead.
By:
Jun Frank, Managing Director, Compensation & Governance Advisory, ISS-Corporate
Anna Desis, Associate Vice President, Compensation & Governance Advisory, ISS-Corporate
