Will the Tariffs be a Poison Pill for Proxy Contests This Season?
On April 2, the announced tariffs on certain imported products into the U.S. are expected to go into effect. While it remains to be seen whether they will be beneficial for the U.S. economy in the long term, tariffs have already begun to impact the national and global economy. Will they also impact the 2025 […]
Kai H. E. Liekefett and Derek Zaba are Co-Chairs of the Shareholder Activism & Corporate Defense Practice at Sidley Austin LLP. This post is based on their Sidley memorandum.
On April 2, the announced tariffs on certain imported products into the U.S. are expected to go into effect. While it remains to be seen whether they will be beneficial for the U.S. economy in the long term, tariffs have already begun to impact the national and global economy. Will they also impact the 2025 proxy season?
The vast majority of public companies in the U.S. hold their annual shareholder meeting between April and June. Most of these companies require in the bylaws advance notice of director nominations by shareholders. These nomination deadlines are typically between January and April. In other words, now is the time of the year when activists are forced to “put up or shut up.” However, both companies and activists face the potential impact of tariffs on a wide array of businesses, as well as the current volatility in the stock market driven, at least in part, by the tariffs.
