The SEC’s Proposal to Eliminate Rule 14a-8 Removes Accountability
Oct 09, 2026
Watering down financial regulations makes it easier for companies to put profits over people.
Some background: State treasurers like me are sounding the alarm on the Trump administration’s proposal to eliminate a safeguard that has given investors a voice for more than 80 years: Rule 14a-8. This gives eligible shareholders the ability to include qualifying proposals in a company’s proxy materials, the documents investors receive before voting at an annual meeting. In doing so, eligible shareholders can raise concerns with the companies they own and bring those concerns before other investors.
The SEC’s proposal to eliminate Rule 14a-8 is a direct threat to the rights of long-term investors, and I am concerned it will curtail our ability to hold public companies accountable.
Accountability to shareholders is the foundation of public markets, and engaged shareholders make companies stronger. Weakening the federal shareholder proposal process is not going to make the sustainability risks for companies go away. It’s just going to make it harder for shareholders to raise them.
Listen to my remarks on a For the Long Term press all about the SEC rule change.
As Illinois’ Chief Investment and Banking Officer, I have a responsibility to protect the interests of taxpayers, retirees, and college savers. Shareholder proposals are an important tool for ensuring that companies address material risks that can affect workers, consumers, communities, and investors alike. They are also a key tool for engaging with boards to make sure their actions and oversight align to driving long-term durable returns.
The SEC should be protecting investors, not making it easier for companies to avoid accountability, and I strongly oppose this proposal and urge the Commission to preserve Rule 14a-8 and the shareholder rights it protects.
I have used shareholder proposals to encourage stronger health and safety practices at companies, to advocate for corporate boards to prioritize patients and quality of care when providing healthcare, and to enhance board oversight of material sustainability risks. Eliminating this rule will not make financial, governance, or operational risks disappear. It will simply make them harder and more expensive to flag. Replacing a uniform federal framework with a complex patchwork of state laws and company-by-company rules will increase inefficiencies, costs, and disputes.
Let me offer an example of this process working correctly. In 2023 and 2024, my Office supported shareholder proposals filed by Proxy Impact that called for Meta to assess child safety and implement harm reduction measures on Meta platforms. Two years later, the issue of child safety poses a significant risk to Meta, including recent lawsuits and fines. This illustrates how shareholders can use proposals to raise material risks to companies. We shouldn’t make it harder for shareholders to do so.
Shareholder proposals also are a useful tool for State Treasurers to lead constructive and collaborative dialogue with companies. A couple years ago, we filed shareholder proposals at Southwest & American Airlines over health and safety concerns among their employees and contracted employees, including heat stress for workers on the tarmac. The airlines made commitments, and we withdrew the shareholder proposals.
Since then, we have continued to work with both companies to enhance their disclosure on health and safety, including providing input on their annual sustainability reporting and what would be most helpful for the companies to disclose. One of the companies committed to obtaining an Operational Safety audit when we withdrew the proposal and has since then obtained it. That’s an important step towards keeping employees safe.
This SEC proposal to do away with a rule that has worked since 1942 is part of the Trump administration’s continuing demolition of guard rails. We have seen time and again Trump gutting the rules to put money in the pockets of his family and his cronies. The president is enriching the Trump family over the interest of all Americans. Watering down financial regulations makes it easier for companies to put profits over people.
The SEC should not make its limitations to the 14a-8 process permanent or eliminate its shareholder proposal framework. I am calling on the SEC to protect retirees, pension beneficiaries, individual investors and families saving for their child’s college education by keeping the rules in place.
The SEC’s comment period is currently scheduled to close on November 20, 2026. Submit a comment urging the Commission to preserve Rule 14a-8.