Reminders and new disclosure requirements for the 2025 proxy season

The proxy statement has become an integral component of a public company’s preparation for its annual meeting of shareholders.

However, for many companies, the proxy statement represents more than just a compliance document – it is a mechanism for communicating with shareholders regarding the company’s operational achievements, corporate governance practices, strategic initiatives, and corporate policies. 

Accordingly, many companies provide voluntary disclosure regarding these matters, in addition to the disclosure required by Schedule 14A, in order to solicit proxies to vote at annual meetings in connection with the election of directors.

This article details new and existing disclosure requirements for proxy statements for the 2025 reporting season and how public companies can prepare to meet them. It also discusses disclosure trends and considerations when drafting key sections of the proxy statement and provides guidance on how companies can effectively incorporate them into their proxy statements.