The 2023 proxy season occurs in an environment of heightened shareholder activism and an ever-increasing focus on compensation, corporate governance and ESG and human capital disclosures. This Proxy Season Field Guide provides you with an overview of recent legislative, regulatory and shareholder developments, and provides guidance on how these developments will impact you in the 2023 proxy season.

DFIN sponsors this unique Equilar report that features both trends data, and insight driving these trends, on key issues that companies may face in 2023, including:

A very active SEC enacted significant new rules affecting director elections and executive compensation disclosure in 2022, and appears poised to enact new climate disclosure requirements in 2023.

If embraced and executed with care, these new regulatory requirements can elevate a company’s reputation in the eyes of investors and other stakeholders. Alternatively, they can expose a company, its executives and its board to unwanted scrutiny and risks.

"The Insider by DFIN" is a series of video interviews featuring the latest trends, topics and key perspectives on the global capital markets.

Join Ron Schneider, DFIN's Director of Corporate Governance Services, along with Jean Luther, Director of Compliance at Mediant Communications, for a special SEC Insider by DFIN.

Shareholders of public companies have the opportunity to choose board members during elections. Usually the process is straightforward; however, new universal proxy card rules are poised to bring waves of change. This is particularly true in cases where there are disagreements over who should join the board. Find out how universal proxy cards work, their important business implications and how to prepare.

In this unique article, you will learn the findings of Equilar’s annual review of the proxy statements and CD&A’s of companies in Equilar 100, (the top 100 US.-listed companies by revenue over the past five years) and what is driving these trends.

This is particularly relevant as we enter a proxy season marked by:

Ron Schneider, Director of Corporate Governance Services at DFIN, discusses with Inside America’s Boardroom host, TK Kerstetter, DFIN’s 10th Edition Guide to Effective Proxies. Learn how the Guide can help boards and companies prepare for recent regulatory changes around executive compensation disclosure, pending regulations on climate disclosure, and how to prepare for the new “universal proxy” requirement.

Discover how to transform proxy statements from traditional compliance documents to more compelling shareholder communications pieces. Listen as our panel of experts provide valuable insights on:

"The Insider by DFIN" is a series of video interviews featuring the latest trends, topics and key perspectives on the global capital markets.

Join DFIN's Creative Manager for Corporate Governance and Compliance Services, Kelly Ball, as she shares insights on telling a story with your proxy using intelligently designed shareholder materials in this special podcast edition of The Insider by DFIN.

Investors are largely united in pressing their portfolio companies to provide material, quantitative, decision-useful information on their environmental, social & governance (ESG) risks and opportunities.  And an increasing number of US companies are responding (including through information at their web-sites, fact sheets, and comprehensive reports).  Yet many other companies have been reticent to begin on this ESG disclosure journey.