Heads Up for the 2025 Proxy Season: Re-Considering Board Diversity Disclosures; Update on the “Big 3” Investor Policies
The start of the 2025 proxy season has been marked by uncertainty and rapidly changing perspectives regarding board diversity, which has caused many companies to reconsider – and in some cases retreat from – diversity-related disclosures. These changes have been prompted by regulatory and public policy developments, including the December 2024 decision by the U.S. Court of Appeals for the Fifth Circuit vacating Nasdaq’s board diversity rule and the current Administration’s executive orders focused on diversity, equity and inclusion programs, as well as changes to proxy advisory firm and institutional investor policies. In this Alert, we summarize the latest board diversity voting policies of ISS and Glass Lewis, and the “Big 3” institutional investors – BlackRock, Vanguard and State Street – all of which have significantly scaled back previous policies relating to board diversity. We have also updated our comprehensive chart of voting policies of the “Big 3,” which is available (here).
Contributor(s)
Co-Head of Public Company Advisory Group
More from the Governance & Securities Watch
Copyright © 2025 Weil, Gotshal & Manges LLP, All Rights Reserved. The contents of this website may contain attorney advertising under the laws of various states. Prior results do not guarantee a similar outcome. Weil, Gotshal & Manges LLP is headquartered in New York and has office locations in Boston, Brussels, Dallas, Frankfurt, Hong Kong, Houston, London, Los Angeles, Miami, Munich, New York, Paris, San Francisco, Silicon Valley and Washington, D.C.