Background Materials

June 2026 Roundtable 

I. What Already Happened During the 2026 Proxy Season

II. Activism in the 2026 Proxy Season

III. Compensation in the 2026 Proxy Season

A. Trends in Compensation Levels

B. Incentive Pay: PSUs vs. RSUs, and Options

C. Mega Pay Rewards

IV. Engagement and Stewardship: Rules and Practices

A. Disclosure

i.  A New Approach

ii.  Proposed Relaxation of Disclosure and Public Offering Requirements

iii. Proposed Semiannual Reporting Framework

B. Shareholder Proposals

C. Proxy Advisors’ Regulation and Governance

i. Federal Initiatives

ii. State Initiatives

D. Mirror Voting

E. Evolving Use of Artificial Intelligence

F. Overall Effect

V. Corporate Law Developments

A. DExit and State Competition

B. SB 21 Implementation

VI. The State of Gender Diversity in the Boardroom

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