Open Meeting Revised Agenda

Tuesday, November 5, 2019

The first two items of the Open Meeting will address the Commission’s continued efforts to facilitate constructive shareholder engagement and enhance transparency, improve disclosures, and increase confidence in the proxy process. The specific matters to be considered are:

Item 1: Amendments to Exemptions from the Proxy Rules for Proxy Voting Advice
Office: Division of Corporation Finance
Staff: William Hinman, Michele Anderson, Ted Yu, Luna Bloom, and Dan Greenspan

The Commission will consider whether to propose amendments to the proxy solicitation rules that would provide for disclosure of material conflicts of interest and set forth procedures to facilitate issuer and shareholder engagement, to provide clarity to market participants, and to improve the information provided to investors.

For further information, please contact Dan Greenspan in the Division of Corporation Finance at (202) 551-3430.

Item 2: Procedural Requirements and Resubmission Thresholds under Exchange Act Rule 14a-8
Office: Division of Corporation Finance
Staff: William Hinman, David Frederickson, Tamara Brightwell, Luna Bloom, and Matt McNair

The Commission will consider whether to propose amendments to the shareholder proposal rules to modernize the submission and resubmission requirements and to update procedural requirements.

For further information, please contact Matt McNair in the Division of Corporation Finance at (202) 551-3500.