On August 14, 2026, the SEC’s Division of Corporation Finance updated its statement on how it handles Rule 14a-8 shareholder proposals. The Division will now stop responding to shareholder proposal related no-action requests of any kind, and it will no longer issue “no-objection” letters in response to a company’s representation that it has a reasonable basis to exclude. The change is effective immediately and extends the modified process the Division rolled out last November, which we covered here.

For the coming proxy season, this reads as a slightly modified continuation of last season’s approach. The underlying rule has not changed, so a company weighing an exclusion is faced with the same set of exclusions it always has. The main practical difference is that companies will need to analyze the applicability of exclusions without expectation of a response from the Division; including a reasonable-basis representation will no longer elicit a no-objection response. Companies will still be required to submit an explanation of why the company believes that it may exclude a proposal. The statement has no end date and applies “unless and until the Division announces otherwise,” so we expect this to be the status quo until the SEC completes its planned Rule 14a-8 rulemaking, unless pending litigation against the SEC over last season’s process revision forces a change sooner.

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