# Plain Language Summary: Performance over Politics Act

This bill makes it easier for large companies to ignore shareholder proposals that keep coming back year after year. Right now, shareholders—people who own stock in a company—can submit proposals to be voted on at annual meetings. These proposals might ask a company to change environmental practices, improve worker conditions, or disclose certain information. The bill would let companies exclude these proposals from their voting materials if they've already voted on something similar recently, even if shareholders keep pushing for change.

Here's how it would work in practice: If shareholders vote down a proposal one time and it gets less than 10 percent support, the company could block it from appearing on the ballot for the next three years. If the same proposal gets voted on twice and receives less than 20 percent support both times, it stays blocked. If it's voted on three or more times and never reaches 40 percent support, the company can keep it off the ballot indefinitely. This means that even if more shareholders gradually become interested in an issue over time, they might not get another chance to vote on it.

The practical effect is that companies would have more power to shut down repeated shareholder activism on issues they don't want to address. Supporters argue this prevents endless repetition of failed proposals, while critics worry it silences minority shareholders who are trying to push companies toward change. For everyday investors, this means your ability to vote on shareholder proposals—one of the few ways individual owners can influence corporate decisions—could become more limited if you're part of a group that hasn't yet convinced a majority of other shareholders to support your position.

Performance over Politics Act

Fitzgerald, Scott

Performance over Politics Act This bill allows an issuer of securities to exclude a shareholder proposal from its proxy materials if that proposal addresses the same subject matter as a previously offered proposal. The bill provides time frames and voting percentages for the previously offered proposal that, if applicable, allow an issuer to exclude the new shareholder proposal.