The Securities and Exchange Commission has initiated a formal step to remove the federal framework that governs shareholder proxy proposals, according to a notice posted Monday by the Office of Management and Budget.
Agency officials transmitted the proposal to the White House's OMB for review last week. The submission is described within agency documents as part of an effort to revise the rules that currently determine how and when shareholders of public companies can place matters before other investors through proxy proposals.
An SEC spokesperson framed the move as consistent with the outlook of Chairman Paul Atkins. "Since his time as a commissioner, Chairman Atkins has highlighted concerns that the SEC’s Rule 14a-8 on shareholder proposals exceeds the commission’s authority and infringes upon state laws," the spokesperson said in an email to Bloomberg. The spokesperson added that the agency is seeking to "return the role of regulating shareholder proposals to the States."
Within the Commission, the Division is considering recommending that the SEC propose amendments intended to modernize the requirements of Exchange Act Rule 14a-8. The stated aims of that prospective proposal are to reduce compliance burdens for registrants and to account for developments that have occurred since the rule was last amended.
The proposal has been designated as economically significant and is classified as deregulatory under Executive Order 14192, according to agency materials. The SEC has set an internal expectation of publishing a notice of proposed rulemaking in October 2026.
Legal authority cited for the planned change includes federal statutes identified in the agency paperwork: 15 U.S.C. 78c(b), 15 U.S.C. 78cn, and 15 U.S.C. 78w(a). Those citations appear in the documentation accompanying the OMB notice.
Beyond the formal filings and the agency's stated objectives, the published notice and accompanying materials provide the timeline and statutory basis the SEC will rely on as it develops a rulemaking package for public consideration. The Division's consideration and the OMB review mark procedural milestones ahead of the anticipated October 2026 publication of a proposed rule.
Context and next steps
The OMB notice signals a regulatory review phase; the SEC's plan to issue a notice of proposed rulemaking in October 2026 is the next publicly identified milestone in the process. The Division's contemplated recommendation and the formal classification under Executive Order 14192 are recorded in agency materials submitted for review.