Shareholder Activism Developments in the 2025 Proxy Season

Despite global economic uncertainty, a challenging M&A environment and an evolving regulatory landscape, shareholder activists remained relatively busy during the first half of 2025. The sustained level of overall activist activity reflects both the variety and versatility of established activists, as well as the continued willingness of other investors to employ the activist toolkit to unlock shareholder value.

Talk of an M&A boom (and an expected increase of M&A-related activism) early this year was quickly overtaken by talk of tariff doom.  Board and management teams that fail to contend with today’s economic challenges and uncertainties—especially compared to similarly situated peers—risk becoming prime targets for activists once the impact of tariffs manifests in their earnings releases.

Against this backdrop, we have observed a number of key trends in the activism space thus far in 2025.

Few Board Fights Went to a Vote (Including Surprising First-Timers)

Few activist campaigns for board representation in the U.S. have gone all the way to a shareholder vote so far this year, continuing a theme observed in recent years.  Following incumbent boards’ abnormally high success rate at the polls in 2024, there were some expectations that companies would feel more emboldened to refuse to engage with activists and force shareholders seeking board change to run proxy fights all the way through their annual meetings.  Against the current backdrop of market volatility, however, activists and targeted companies have demonstrated a continued willingness to reach mutually acceptable agreements to obviate the need for contentious and costly fights. These settlements provide both shareholders and boards with an especially rare commodity these days: a degree of certainty. (more…)