Institutional investors are adapting to increasingly challenging US regulatory and political environments by focusing on shareholder rights as sustainability-related shareholder resolution filings declined in 2025, according to Principles for Responsible Investment (PRI).
Shareholder-rights resolutions in the US came to the fore this year, emerging as the most commonly filed topic, with resolutions filed receiving an average of 41.9% of support, according to PRI’s recent analysis of this year’s proxy season.
The analysis comes as US regulators and state legislatures have continued their efforts to limit shareholder rights.
At the same time, governance continued to be the most common theme of shareholder resolutions in the 2025 proxy season. Notably, only governance-related shareholder proposals received over 50% support. A marked shift from previous years when majority-supported resolutions were more evenly distributed across ESG-related themes, according to data from PRI’s Resolution Database.
Additionally, the same data indicates that the number of sustainability-related shareholder resolutions filed this proxy season declined by 25.03%, from 823 in 2024 to 617 in 2025.
“Analysis of themes that have emerged this year may provide an early indication of how and where investor engagement is responding to external pressures, though it is too soon to determine whether the changes observed this year mark a longer-term shift in investor and company behaviour or a short-term response to the evolving regulatory and political environment,” PRI said.
Furthermore, the SEC’s new Staff Bulletin 14M narrowed what counts as a “significant policy issue”, which saw a 41% rise in omitted proposals.
Shift to disclosure
The 2025 proxy season saw a notable decline in environment-related proposals, with 169 filings across 114 companies, down from 250 proposals at 164 companies in 2024.
While social and governance proposals increasingly aimed to drive corporate policy change, environmental filings primarily focused on disclosure, accounting for 112 of the proposals this year.
The stronger emphasis on disclosure and reporting marks a change from last year, when a higher proportion of environmental filings focused on target setting and corporate policy changes, PRI noted.
“The increased focus on and support for resolutions related to shareholder rights may reflect investor responses to perceived constraints on AGM participation, while shifts in the framing of climate proposal asks indicate how investors are adapting to changes in the shareholder proposal filing guidance,” said PRI.
Looking ahead, PRI added that while voting remains crucial, it should not be viewed in isolation, adding that stewardship strategies “must remain adaptable and holistic, drawing on direct and collaborative engagement, public policy work and other tools to be effective in a fast-evolving context”.
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