2025 offered a reminder, to boards and investors alike, that shareholder activism does not move in a straight line.

Market volatility, best exemplified by the second-quarter turmoil surrounding “Liberation Day,” prompted many activists to pause or recalibrate. Engagement rebounded with force in the second half of the year, a period marked by the speed with which participants adapted. This reinforced a theme we always tell clients: activism is no longer limited to the traditional proxy season, but rather is a persistent and structural feature of the public company environment.

Activism continues to rise globally, with activity remaining heavily concentrated in the United States, surging in AsiaPacific markets, and quieting down in Europe. In parallel, M&A deal activity and activism continued to converge. Unsolicited and hostile approaches remained prominent in an active M&A market. At the same time, we saw activists publicly opposing high-profile transactions with notable success.

Regulatory changes also added another layer of uncertainty. The Securities and Exchange Commission (SEC) kicked off the year with an interpretation of beneficial ownership reporting that expanded the definition of “active” engagement. The full effects of these actions on certain forms of routine investor dialogue – particularly among the large institutional investors – remain to be seen heading into this proxy season. The political environment materially affected the viability of ESG and DEI campaigns. Separately, changes in the SEC’s handling of Rule 14a-8 no-action requests introduced additional uncertainty about how shareholder proposals may appear (or be challenged) in the coming proxy season. At the same time, the SEC staff’s position on a novel retail voting program – in particular, one that permits standing and revocable voting instructions that align retail votes with board recommendations – emphasized the growing focus on retail participation and vote mechanics. While questions remain around hurdles to implementation, legal challenges to adoption, and the long-term impact, there is no doubt that such programs broaden investor participation in shareholder democracy.

2025 also exhibited a resurgence in two activist tactics. Withhold the vote campaigns reemerged as a means of applying pressure without nominating a competing director slate, and CEO targeting accelerated in a more direct way than it has before. Throughout, proxy advisors and investors continued to focus on whether activists were able to demonstrate a compelling case for change, with candidate quality being a secondary consideration.

Three years into the universal proxy regime, we continue to observe the effects of the change. Shareholders’ ability to “mix and match” nominees has altered the map of electoral outcomes: dissidents have a slightly higher chance of winning limited representation in the new regime (though typically not more than one independent director), while sweeping change has become nearly impossible to achieve (there has not been a single successful control proxy fight in the last three years).

Looking ahead, 2026 is shaping up to be lively. An active M&A market will give rise to a crop of activists seeking to push for, accelerate, or oppose M&A transactions across a variety of industries. Retail investors and alternative media may also play a larger role in how complex theses are communicated and disseminated among a broader audience. Evolving policy developments, including heightened scrutiny around the role of proxy advisors and “unknown unknowns,” will continue to reshape the landscape. One thing remains certain – navigating this evolving ecosystem requires having the right team of experienced advisors.

1. M&A returned to the activist agenda in 2025 with the number of U.S. companies facing push-to-sell demands increasing by almost 30% and a 20% increase recorded globally.
2. Amid regulatory uncertainty and tariff turmoil, 2025 marked a shift in how activists exerted influence to secure a record 183 board seats at U.S.-based companies, up 17% on 2024 and with 89% achieved through settlement.
3. As settlements eclipsed proxy fights, the number of board seats secured via shareholder vote at U.S targets fell by 20%, with eight activists claiming victory at the ballot box.
4. Of the Russell 3000 companies that failed to secure more than 50% support for their “say on pay” plans in 2024, 25% went on to attract activist attention in 2025, with the most common demand seeking the removal of the CEO or another board member.
5. Elliott Management topped the DMI ranking of the most prominent activist investors in 2025, pushing for reforms at 17 companies across six markets and gaining 19 board seats.
6. Short activity peaked in 2025 with 166 campaigns initiated globally, up over 55% on 2024 and almost 50% when compared to 2023.

A link to full report can be found here.