TheCorporateCounsel.net

I recently shared on The Proxy Season blog that the number of investors participating in Vanguard’s investor choice program increased 6x from 2025 to 2026 according to its 2026 How Investors Vote Report. The significant increase in participation wasn’t limited to Vanguard. This report (available for download) on the 2026 proxy season from tumelo (which provides infrastructure that enables pass-through voting, including for Vanguard) shares that voting choice tripled and that the number of companies in the U.S. where an investor on tumelo’s platform could direct a vote went from 475 in 2025 to 720 in 2026.

Three seasons of pass-through voting have given us something we didn’t have before: enough data to say with confidence how investors behave once they have a choice over their vote [. . .] The measure we watch is divergence: how often an asset owner, given the choice, votes differently from what their pooled fund would have done by default.

They found that at least one proposal was voted differently at 89% of meetings and 24% of proposals were voted differently from the fund’s default.

Those two numbers feel like a good depiction of reality. Asset owners and their fund managers agree on about three-quarters of individual resolutions. The default is, most of the time, a perfectly good answer. But hand an asset owner a full meeting agenda and they will nearly always find one item where their own policy points a different way, and they vote accordingly.

What this means Voting choice isn’t being used to overturn the fund’s position on every single proposal, it’s being used where it matters to the investor. That matches what we hear in the market: asset owners are often broadly happy with their manager’s voting, but there are specific themes, proposals or individual companies where they want a say of their own.

They also found that that divergence reflected the consistent application of the investor’s policies and, in some cases, the need to direct individual votes because “no policy can perfectly anticipate every situation.”

– Meredith Ervine