Feb 20, 2026 | 2026, Annual Meetings, Featured
Retail Influence on the Rise The 2025 proxy season highlighted a paradox the OPTIMIZER has long noted: retail shareholders are more important than ever, yet remain seriously under-engaged when it comes to actually voting their proxies. At many large-cap companies,...
Oct 20, 2025 | 2025, Annual Meetings, Featured, Proxy, Q3, Virtual Meetings
In his Keynote Address at the John L. Weinberg Center for Corporate Governance’s 25th Anniversary Gala on Oct. 9, 2025. SEC Chairman Paul S. Atkins started off on a high note: “I am delighted to discuss one of my top priorities as Chairman, which is to make being a...
Oct 20, 2025 | 2025, Annual Meetings, Featured, Proxy, Q3, Virtual Meetings
Thanks much to our colleagues and friends Pat Tracey and Andy Wilcox, who alerted us to the Mercury Vote website, advising that: “We are an auction marketplace that empowers shareholders to generate extra revenue by selling their unused proxy voting...
Oct 20, 2025 | 2025, Annual Meetings, Featured, Proxy, Q3
It seems that every law firm in the country has been summarizing Exxon Mobil’s attempted vote-getting effort, speculating that others will follow suit and offering pointers on what to watch for and what to do. We, however, as 60+ year observers of actual U.S. proxy...
Aug 5, 2025 | Annual Meetings, Compliance & Ethics, Featured, Q2
An April 14 report from the Conference Board (where most Russell 3000 companies had already filed 2025 proxy materials) showed a precipitous drop in Pro-DEI proposals – no big surprise in today’s environment – and a foretaste of what’s to come in 2026 we feel certain....
Aug 5, 2025 | Annual Meetings, Featured, Q2
An ISS analysis of shareholder meetings held from January 1 through June 30 shows a big drop in Shareholder Proposal Submissions for the 2025 Annual Meeting Season: 782 submissions at Russell 3000 companies – down sharply from 906 in ’24 – with nearly a quarter of...
Aug 5, 2025 | Annual Meetings, Featured, Issues, Q2
Yes, we know it’s mid-summer, but now really is the time to start thinking about your 2025 Annual Meeting, while you have a bit of idle time to reflect on what worked well – and not so well in 2025 – both at your company and at other companies like your own – and to...
Apr 23, 2025 | Annual Meetings, Featured
Get the full transcript from the April 2, 2025, webinar hosted by TheCorporateCounsel.net: “Conduct of the Annual Meeting” As corporate governance continues to evolve in response to shifting regulatory landscapes and rising shareholder expectations, now is the time to...
Apr 5, 2025 | 2025, Annual Meetings, Featured, Q1, Virtual Meetings
As the big Spring Shareholder Meeting Season begins we want to renew our warnings that “Big Brother is watching” – and rightly so, we say - to be sure that all shareholders are given a fair chance - not just to listen passively, but to be HEARD at VSMs – AND that they...
Apr 5, 2025 | 2025, Annual Meetings, Featured, Q1, Virtual Meetings
In the run-up to the annual podcast covering “The Conduct of the Annual Meeting,” a prospective attendee wrote in to ask if they could pre-record their entire Meeting, and to answer only pre-recorded questions, saying that their transfer agent (one of the biggest...
Apr 5, 2025 | 2025, Annual Meetings, Featured, Q1, Virtual Meetings
In keeping with our plans to tune in and review more VSMs this year we were happy to attend Apple’s nice (and early, for West-Coasters) Feb. 25th Meeting, held at 8:00 a.m. Pacific time; 11:00 Eastern. Apple is one of our top-two investments – with an amazing...
Nov 19, 2024 | 2024, Annual Meetings, Q3, Virtual Meetings
“Shareholders promoting both progressive and conservative agendas say companies are increasingly trying to limit their voices at annual shareholder meetings—the one day of the year when boards are required to hear from the people who own their companies,” a recent...
Nov 2, 2024 | 2024, Annual Meetings, Issues, Q3
WILL BAD AUDITOR GRADES SPILL OVER TO YOUR AGM? PREPARE NOW, WE SAY We were greatly encouraged by remarks from the recently reorganized PCAOB board leadership promising much greater scrutiny of public company auditors and a much stronger focus on the number of audit...
Nov 2, 2024 | 2024, Annual Meetings, Issues, Q3
A truly Blue-Ribbon Panel of Experts, Chaired by Broc Romanek, hits the streets just as public companies begin to jumpstart their AGM pre-planning activities and, ideally, to anticipate, and proactively address the most important issues that will be on the minds of...
Jul 30, 2024 | Annual Meetings, Featured, Issues, Q2, Virtual Meetings
INVESTORS DON’T CARE ABOUT “TOO-HIGH CEO PAY” – At least as long as they themselves are in the black – witness the strong support the move to have shareholders ratify Elon Musk’s massive award of options racked up after a Delaware judge ruled it was wrongly awarded by...
Jul 30, 2024 | 2024, Annual Meetings, Featured, Issues, Q2, Virtual Meetings
As most readers know, we think, our ‘sister company’ – CT Hagberg LLC - fields a team of 45 expert Inspectors of Election who, through July, will have served at well over 500 companies. This – plus your two editors’ own stock portfolios – causes us to monitor over 700...
Jul 30, 2024 | 2024, Annual Meetings, Featured, Issues, Q2, Virtual Meetings
The Top-Two 2024 VMs – A Two-Way Tie Between Citi And Verizon AT CITIGROUP – A WELL-RUN, HIGHLY ENGAGING AND INFORMATIVE EXPERIENCE…We were especially anxious to tune in the Citigroup VSM this year because we are huge fans of CEO Jane Fraser and continue to bet that...
May 2, 2024 | 2024, Annual Meetings, Featured, Issues, Q1
The Walt Disney Company released the official vote counts on April 4th from its 2024 meeting of shareholders held April 3rd - much faster than it usually takes to do so, we were happy to note - where they said “investors decisively defeated” the campaign by activist...
Feb 9, 2024 | 2023, 2023 Q4, Annual Meetings, Featured, Issues
The 2024 Annual Meeting Season and the Big-Company Proxy Fight Season is off to a roaring start – with Nelson Peltz of Trian back yet again at Disney with a big new backer, major investor Isaac “Ike” Perlmutter, whom Disney fired not so long aga… And even before...
Oct 19, 2023 | 2023 Q4, Annual Meetings, Featured, Investor Relations, Issues, Virtual Meetings
©2023 by Carl T. Hagberg and Associates. All rights reserved. This publication may not be copied or made available to readers over the Internet without the express permission of the copyright holder. (The letter below can be generic - or personalized with issuers’...
Oct 19, 2023 | 2023 Q3, Annual Meetings, Featured, Issues
Expectations of directors are increasing. Fewer directors stood for election this past season (23,829) than in 2022 season, but more failed to attain majority support (654) than at any time in the last 5 years. Support has declined for Say-on-Pay. 131 say-on-pay...
Jul 28, 2023 | 2023, 2023 Q2, Annual Meetings, Featured, Issues
The 2023 Shareholder Meeting Season to date has been “one for the books” for sure – and we are happy to report that most of the predictions and early warnings we posted in late 2022 and early 2023 were very much on the money: While there has been a modest return to...
Jul 28, 2023 | 2023, Annual Meetings, Issues
In our last issue we recommended that readers take time to review what we found to be the “Most Engaging” Shareholder Meeting Materials of the 70-odd sets we reviewed with care - and we promised to disclose the MOST CONVINCING EXAMPLES OF CORPORATE RESPONSES to...
Jul 28, 2023 | 2023, 2023 Q2, Annual Meetings, Issues
As noted here earlier, there was a very noticeable decline in the number of companies that had to adjourn their Shareholder Meetings in first-half 2023 for lack of a quorum on the appointed date and time. At two of the Meetings where our Inspectors of Election served,...
Apr 27, 2023 | 2023, 2023 Q1, Annual Meetings, Featured, Issues, Proxy
Through mid-April we’ve noted at least three instances where the Audit Firm’s name was omitted in both the summary of items on the ballot in the Proxy Statement – and on the Proxy Card itself. This is a totally unacceptable thing to do in our opinion – and makes us...
