This week, we highlight Broadridge’s first 2015 edition of ProxyPulse. This report takes a retrospective look at the 2014 mini-season, analyzing beneficial shareholder data from over 1,000 U.S. public company shareholder meetings held between July 1 and December 31, 2014. The report identifies the following highlights of the 2014 mini-season:
- Ownership and voting: Institutional shareholders owned 59% of the street shares while retail shareholders owned 41%. Institutional ownership rose by 3 percentage points, consistent with recent trends. While institutions voted 83% of the shares they owned, retail shareholders voted only 28% of their shares.
- Director elections: 125 directors failed to receive majority shareholder support, a 26% increase over the 2013 mini-season. Additionally, 344 directors failed to attain at least 70% support - an important benchmark for many companies and proxy advisors.
- Say-on-Pay: Average shareholder support for pay plans declined by 3 percentage points over the 2013 mini-season. 35 companies failed to attain majority support for their say-on-pay vote.
- Retail voting participation: Over 22 billion retail shares went un-voted during the 2014 mini-season, which equates to just over 29% of street shares outstanding. Low rates of retail voting present an opportunity for greater company engagement with shareholders.
In addition, the report mentions the following governance trends affecting 2015 and beyond:
- Proxy access proposals
- Increased shareholder pressure for improved cybersecurity disclosure
- Amended proxy advisor policies could impact voting
- CEO/median pay ratio disclosure rule on 2015 rulemaking agenda
- Director communications with shareholders continues to increase
- The rise of fee-shifting bylaws
