Proxy Vote Reporting: Considerations for Institutional Investment Managers as the Form N-PX Filing Deadline Approaches

June 3, 2024

Seward & Kissel is publishing this memorandum to remind its clients about the SEC’s new proxy vote reporting requirements that are applicable to certain institutional investment managers.

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New Rule 14Ad-1 under the Exchange Act – which becomes effective on July 1, 2024 – will require institutional investment managers subject to the reporting requirements of Section 13(f) of the Exchange Act (known as “13F filers”) to annually report on Form N-PX how they voted proxies relating to executive compensation (or “say-on-pay”) matters.

13F filers are required to file Form N-PX with the SEC by August 31, 2024.

We summarize the Form N-PX requirements and discuss key considerations in the memorandum at the link below.

If you have any questions regarding the matters covered in this e-mail, please contact your Investment Management Group attorney at Seward & Kissel LLP.