Shareholder Proposals

The Division of Corporation Finance is no longer responding to no-action requests related to shareholder proposals or notifications submitted under Rule 14a-8(j). See the Division’s August 14, 2026 announcement.

Companies intending to exclude shareholder proposals from their proxy materials must still notify the Commission and provide the information required by Exchange Act Rule 14a-8(j) no later than 80 calendar days before filing their definitive proxy materials.

Prior Seasons

Materials relating to responses issued under Rule 14a-8 from prior shareholder proposal seasons.

Reference Materials

• Updated Statement Regarding the Division of Corporation Finance’s Role in the Exchange Act Rule 14a-8 Process (Aug. 14, 2026)
• Statement Regarding the Division’s Role in the Rule 14a-8 Process (Nov. 17, 2025)
• Rule 14a-8 Staff Legal Bulletins
• Rule 14a-8
• Guidance on Notices of Exempt Solicitation

Contact Information

Division of Corporation Finance: For questions related to shareholder proposals submitted to operating companies, please contact the Division of Corporation Finance’s Office of Chief Counsel through the Shareholder Proposal Form or call 202-551-3500. 

Division of Investment Management: For questions related to shareholder proposals submitted to investment companies (e.g., mutual funds), please contact the Division of Investment Management’s Disclosure Review Office at IMshareholderproposals@sec.gov or 202-551-6921.