Here’s something I posted last week on the Proxy Season blog:

In this 2026 proxy season preview, Alliance Advisors points out the March announcement by the Communications Workers of America that it is independently soliciting votes on five shareholder proposals seeking governance reforms at Nexstar Media Group — and it’s not just a tactic to get the company to negotiate.

Deep-pocketed labor unions are once again resorting to Rule 14a-4(c)(2) solicitations to press for a variety of governance reforms at companies embroiled in labor disputes. This approach was taken two years ago by the AFL-CIO and United Mine Workers of America at Warrior Met Coal to bypass the one-proposal limit of Rule 14a-8.

This year, the Communications Workers of America (CWA) submitted five governance proposals at Nexstar Media Group, which advocate for an independent board chair, proxy access, special meeting rights, poison pill ratification, and shareholder approval of major transactions valued at more than 20% of the company’s market capitalization. The National Association of Broadcast Employees and Technicians (NABET-CWA), which represents workers at Nexstar-owned television stations, takes issue with the company’s $6.2 billion acquisition of TEGNA and union busting efforts at certain television stations.

So, it turns out that lawyers weren’t “crying wolf” when they warned that shareholders might utilize Rule 14a-4 to run a “zero slate” contest after the SEC Staff shifted to the sidelines for this year’s shareholder proposal season. I think this is the first of these we’ve seen this year — at least beyond threats to use this tactic. And, notably, I don’t think this was in response to Nexstar excluding a CWA proposal. (I only see one unrelated Rule 14a-8(j) notice submitted to the SEC Staff by Nexstar.)

– Meredith Ervine