2025 Proxy Season at Full Throttle: ESG, DEI and Climate at The Forefront
May 2, 2025
By Daniel Kehoe and Caoimhe Taylor
May brings a wave of shareholder proposals that continue to highlight key investor concerns, particularly related to diversity, equity and inclusion (DEI), sustainability, and human rights. Companies such as PepsiCo, Equinor, Lockheed Martin, and Berkshire Hathaway have received a number of ESG proposals, reflecting the ongoing trend of shareholder activism and accountability that has characterised the 2025 proxy season.
Concerns regarding plastic, packaging, and recyclability have emerged with Kraft Heinz and PepsiCo receiving proposals aimed at increase disclosures. In the case of PepsiCo, there is even a push for a policy change regarding sustainable packaging and the use of single-use plastics in their products. Shareholders are continuing to recognise and draw attention to the negative environmental impact of plastic waste. This is particularly relevant as US states, such as New York Assembly Bill A10185, begin to introduce new legislation on recyclability, and international treaties for instance the UN Global Plastics Treaty.
Shareholders raise concerns with the risks, whether financial, legal, or reputational, associated with a lack of comprehensive disclosures or targets regarding plastic reduction. Although this is not a new proposal for 2025, its continued filing for companies like Kraft Heinz, which received a proposal on recyclability claims in 2024, demonstrates that this remains a salient topic for shareholders.
Table 1: Number of Plastic Proposals (2021-2025)
*Note: Data for 2025 covers January 1st to May 31st.
Once again, anti-ESG proponents are filing proposals that primarily cite concerns about discrimination, and the perceived disadvantages of corporate DEI programmes. Companies such Berkshire Hathaway, Gilead Sciences, Intel Corp, Lockheed Martin, and Yum! Brands have all received such proposals from a variety of proponents such as Bowyer Research, the Bahnsen Family Trust, American Family Association, American Conversative Values EFT, and National Center for Public Policy Research.
As we have discussed in previous blogs, these proposals are not surprising. DEI has continuously been at the forefront of anti-ESG proposals, a trend that was further intensified by the Trump administration’s executive orders on diversity policies.
Shareholders are pushing for companies to assess human rights risks in geopolitically sensitive areas. Proposals at both Intel and Lockheed Martin reflect this trend. Intel is facing a request for an impact assessment of their operations in Israel as investors highlight concerns over ethical exposure in conflict zones. Similarly, Lockheed Martin has been requested by shareholders to disclose how their political activities intersect with human rights in the region. This reflects the growing investor scrutiny on defence contractors with surrounding escalating tensions.
Equinor has also come under pressure to revisit their approach to Ukraine. Shareholders are urging the company to increase investment in the Ukrainian infrastructure, as well as a reaffirmation of green energy commitments and a strategic distancing from oil and gas activities as it poses reputational and ethical risks.
These proposals highlight a shift in investor expectations, with a shift from human rights being a secondary concern in ESG to a core focus for investors who consider it a necessity for long-term business success as it demonstrates accountability on a global scale.
As expected, shareholders continue to push for the alignment of company policies with generally accepted standards of corporate governance and remuneration programmes. Gilead Sciences and Kraft Heinz have both received proposals to separate the roles of CEO and Chairman, which is considered best practice according to CII Policies. Additionally, Gilead Sciences have received a proposal regarding executive pay ratio disclosures, a proposal also filed at Berkshire Hathaway. These proposals clearly demonstrate the ongoing expectations to hold companies accountable with regards to shareholder rights and market practice standards.
Furthermore, Berkshire Hathaway has received two proposals regarding the establishment of two new Board committees: one relating to AI oversight, and another relating to DEI policies. While neither of these is a new topic for shareholders to raise concerns about, these two issues are currently areas of heightened focus. The increasing use of generative AI usage raises human rights and cybersecurity risks, while the US Government continues to move away from DEI commitments. The request for the Board to create two new committees dedicated wholly to these issues certainly makes clear the level of concern held by shareholders regarding companies’ oversight of these topics. It is evident that these issues will continue to be scrutinised by shareholders throughout the rest of the 2025 proxy season.
Finally, climate-related shareholder proposals continue to be a standout amongst investors as they continue to demand transparency and a continued alignment with international climate goals. At Equinor, several proposals have been put forward urging the company to withdraw from offshore wind projects, reassess their climate risk management and reaffirm their green transition strategy. This demonstrates the ongoing dispute between short-term energy interests and long-term sustainability commitments. Additionally, shareholders have submitted a proposal which questions the compatibility of increased oil and gas activities with stated Paris Agreement goals that emphasises the reputational and strategic risks of misalignment.
Meanwhile in the US, Berkshire Hathaway has received proposals calling for greater accountability on clean energy financing and the costs associated with voluntary environmental initiatives. These proposals demonstrate companies being held accountable to disclose and quantify their environmental impact in a way that is material and forward-looking. As global climate regulations tighten, it is clear that investors are sending a signal that they believe measurable climate objectives are a baseline expectation for shareholders, rather a best-case scenario.
As we observed with a number of the ‘Big Six’ Canadian Banks, MÉDAC is persisting in filing proposals that request disclosures of employee language fluency, the introduction of an advisory Say-on-Climate vote, and that companies adhere to the Artificial Intelligence Voluntary Conduct of Conduct, with both iA Financial and Power Corporation of Canada receiving some or all of these proposals. While the frequency of Canadian AGMs begins to decline throughout May into June, it will be interesting to assess whether MÉDAC continues to file these resolutions as the Canadian Proxy season begins to draw to a close.
As shareholder engagement continues to thrive and reach its peak, we will keep covering these trends in our bi-weekly blogs. Be sure to come back as we continue to highlight the stand-out shareholder proposals themes in 2025.
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Last Updated: 2 May 2025