Governance Watch Webcast: 2024 Proxy Season Preview

February 15, 2024

Event Overview Tab


Cleary Gottlieb partners Helena Grannis and Francesca Odell participated in The Conference Board’s Governance Watch webcast: 2024 Proxy Season Preview.

The 2024 proxy season promises to shake things up again after a surprising 2023. We continue to look at more shareholder proposals reaching the floor, higher opposition to directors, lower say-on-pay votes, and increased “Big A” activism.

The good news is that we’ve navigated the first season with universal proxy ballots and investors are truly open to hearing the company’s side of the story as they navigate many of the same challenges and face significant proposal overload.

The discussion focused on:

  • The impact of the latest SEC developments on the proxy season
  • Key voting policy changes at institutional investors and proxy advisory firms
  • Reducing the risk of votes against your directors and your say-on-pay proposal
  • Finding common ground in the face of ESG activism and backlash
  • Navigating a proxy contest under the universal proxy rules
  • How to shape your board’s expectations for this proxy season


  • Helena Grannis, Partner, Cleary Gottlieb
  • Francesca Odell, Partner, Cleary Gottlieb
  • Paul Washington, Executive Director, Environmental, Social and Governance Center, The Conference Board (Moderator)

This Governance Watch program was co-hosted by Cleary and The Conference Board ESG Center.

Learn more here.

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