TheCorporateCounsel.net

Meredith noted a few weeks ago that Glass Lewis sent a letter to its clients stating that it was re-evaluating its DEI-related voting guidance in light of the Trump Administration’s Executive Orders addressing DEI, and earlier this week Glass Lewis advised clients of the outcome from that review. As noted on Cooley’s The Governance Beat blog, the new guidance indicates that Glass Lewis will continue to apply its existing policies for the 2025 proxy season. The blog goes on to note:

However, Glass Lewis will now provide a “For Your Attention” flag on any proxy report with a negative diversity-related director recommendation, “pointing clients to a supporting rationale they can leverage if their preference is to vote differently from the recommendation.” Under Glass Lewis’s existing board diversity policies:

– For Russell 3000 companies, Glass Lewis generally recommends voting against the nominating committee chair of a board that is not at least 30% gender diverse or all nominating committee members of a board with no gender diverse directors. For companies outside of the Russell 3000 index, Glass Lewis will recommend voting against the nominating committee chair if there are no gender diverse directors.

– For Russell 1000 companies, Glass Lewis generally recommends voting against the nominating committee chair of a board with fewer than one director from an underrepresented community.”

– Dave Lynn