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The deadline Hugin could not give on September 16 now exists: the SEC's proposals to rescind shareholder-proposal Rule 14a-8 and to modernize proxy solicitation were printed in the Federal Register on September 21, and comments on both are due November 20, 2026.

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On September 21 the Federal Register printed the two SEC proposing releases announced September 16: FR Doc. 2026-19260, which would rescind Rule 14a-8, the shareholder proposal rule, and amend Rule 14a-4 (91 FR 59904, File No. S7-2026-32), and FR Doc. 2026-19259, Proxy Solicitation Modernization (91 FR 59852, File No. S7-2026-33). That printing started the 60-day clock, and both releases now give the same deadline: November 20, 2026. The rescission release says comments 'should be received' by then, so a mailed letter should arrive by that date. The release estimates that 697 to 932 shareholder proposals were submitted each year from 2020 to 2025, with 437 to 599 included in proxy materials each year, and it puts the rescission's monetized annual savings at about $39.6 million. Costs it describes for shareholders and for the transition to state law carry no number in that total. Comments can go through the SEC's web form, by email to rule-comments@sec.gov with the file number in the subject line, or on paper.

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On September 16 this desk reported that the Securities and Exchange Commission had proposed to rescind Rule 14a-8, the rule that makes a company include qualifying shareholder proposals in its own proxy materials. The date a shareholder needed most did not exist yet: the comment period ran 60 days from Federal Register publication, and publication had not happened.

It happened on September 21. The deadline is November 20, 2026, for both releases announced on September 16.

New since that record, which was written from the press release and fact sheet: the date, the file numbers, and the release's own figures.

The two documents

  • FR Doc. 2026-19260, "Rescission of Rule 14a-8's Federal Regulation of Shareholder Proposals and Amendments to Rule 14a-4", 91 FR 59904 to 59967. Release No. 34-106383, File No. S7-2026-32.
  • FR Doc. 2026-19259, "Proxy Solicitation Modernization", 91 FR 59852 to
    1. Release Nos. 33-11439, 34-106385 and 39-2566, File No. S7-2026-33. It would end the annual report delivery requirement and shorten the minimum broker search period.

The two DATES blocks differ by one word. The rescission release says "Comments should be received on or before November 20, 2026". The proxy release says submitted. A paper comment on the rescission should arrive by November 20.

What the full release adds

The release puts a size on the practice it would end:

the annual number of shareholder proposals submitted to companies between 2020 and 2025 is estimated to have ranged from 697 to 932, with an estimated 437 to 599 proposals included in company proxy materials each year.

It also estimates that "approximately seven percent of submitted proposals and 11 percent of proposals that were voted on received majority shareholder support in 2025".

On money, it estimates the rescission would save about $49,000 per proposal, and about $39.6 million a year in total for what it calls covered entities: $29.7 million in internal burden hours and $9.9 million in external costs. It says those totals "include only benefits and costs that are monetized in the economic analysis and thus do not encompass all of the proposed rule's benefits and costs". The total monetized cost is about $1,063 a year, attached to the Rule 14a-4 amendments.

The costs the release names without a figure include the possible loss of value-increasing proposals and a transition while state law and private ordering develop. It calls the transition costs temporary, but says they "may be significant in the near term", and "It is possible that this transition period could extend for several years."

How to comment

  • Online: the SEC's comment form for each file number.
  • Email: rule-comments@sec.gov, with File Number S7-2026-32 (or S7-2026-33) on the subject line.
  • Paper: Vanessa A. Countryman, Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.

The Commission posts what it receives, and the release warns: "Do not include personally identifiable information in submissions; you should submit only information that you wish to make available publicly."

The rescission release asks 49 numbered questions. The first: "Should Rule 14a-8 be rescinded as proposed? Why or why not?"

Letters are already arriving. When this desk opened the S7-2026-32 comment page on September 27, it listed 25 public comments, the earliest dated September 16, five days before the clock formally started. The S7-2026-33 page listed two.

One earlier date applies only to comments on the collection-of-information (paperwork) requirements, which go to the Office of Management and Budget with a copy to the SEC. The rescission release says a comment to OMB "is best assured of having its full effect if the OMB receives it within 30 days of publication". That is October 21.

Both closing dates are now in this desk's Federal Register sweep, as the September 16 record said they would be.

What the record does not say

  • When the Commission might vote on a final rule. The release sets no compliance date; its economic analysis assumes an effective date in the present year only "For the purposes of this analysis".
  • A proposal is not a rule. Rule 14a-8 stays in effect unless and until the Commission adopts a final rescission.
  • The comment count is a snapshot of a web page, not a tally of opinion. This desk did not read the letters.

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