Shareholders’ Success: AT&T Proposal Exclusion U-turn Intensifies Uncertainty

27 February 2026

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By Jack Grogan-Fenn

US telecommunications giant AT&T has U-turned on its decision to exclude a diversity, equity and inclusion-focused (DEI) shareholder proposal from its 2026 proxy materials following a lawsuit from investors. The decision underlines significant uncertainty facing companies and shareholders caused by the US Securities and Exchange Commission’s (SEC) change in stance towards ‘no action’ requests and the pervasive political tug-of-war over DEI.

Resolution Reversal

The decision from AT&T comes just a week after four New York City public pension funds legally contested the exclusion of a resolution from the company’s 2026 proxy season materials. The company has settled with the plaintiffs and will now permit shareholders to vote on the proposal at its 2026 AGM. AT&T had submitted a ‘no action’ request with the SEC to exclude the resolution, to which the Commission only responded that it would not “not object” if the proposal is excluded by the firm.

The shareholder proposal in question is from the Comptroller of the City of New York. It requests the company to adopt a policy requiring the public disclosure of its Consolidated EEO-1 Report, which breaks down its workforce by ethnicity, gender and race. AT&T is meant to submit to the US Equal Employment Opportunity Commission annually but failed to do so “without explanation” in 2024 according to the shareholders, leading to the proposal.

Increased Litigation Risk

The SEC made the controversial decision to overhaul its approach to ‘no action’ requests for the 2026 proxy season which was highlighted by many as potentially heightening the litigation risks facing companies. The Commission’s change means that throughout the 2026 proxy season firms can block proposals without SEC staff review.

Although the SEC may have agreed with the company’s justification to exclude the proposal, it did not formally give assent to the decision opening AT&T up to this litigation risk. New York State Comptroller Thomas DiNapoli and The Interfaith Center on Corporate Responsibility were among those who warned that the shareholders may need to turn to litigation to voice their concerns about investee companies should engagement efforts fail or proposals rejected that investors feel to have legitimate grounds to be voted on.

Last week, the Nathan Cummings Foundation launched a lawsuit against Axon Enterprise for excluding a shareholder proposal which sought greater transparency around the company’s political spending. Similar to the case at AT&T, the proposal has been excluded without approval from the SEC, with the Commission only saying that it would not contest the rejection of the resolution.

The SEC’s shift in ‘no action’ request approach and other changes made since the start of 2025 which are widely seen as being detrimental to shareholders and favourable to companies are explored in Minerva Analytics’ forthcoming 2026 Proxy Season Preview.

Defending Diversity

Colgate-Palmolive has reportedly this week decided to advise shareholders to vote against a resolution to remove DEI-related criteria in the company’s selection process for its board members. The company outlined its decision in a letter to the National Legal and Policy Center, a noted anti-ESG and anti-DEI proponent. This proposal is set to be the first anti-DEI motion voted on by Colgate-Palmolive shareholders.

In taking this course, Colgate-Palmolive has become one of the companies to stand strong on its DEI commitment in the face of heightened political pressure in the US. The firm had notably neither filed a ‘no action’ request according to the SEC website nor chosen to exclude the proposal in the light of the Commission’s stance shift. This means that Colgate-Palmolive has not opened itself up to potential litigation from investors as was the case with AT&T, instead leaving the decision in the hands of shareholders on whether to roll back on DEI.

The date for Colgate’s 2026 AGM has not yet been announced but in each of the last five proxy seasons it has occurred during the half of May. Colgate-Palmolive typically faces a low number of shareholder proposals, with two or fewer per year since its 2021 AGM. The company is yet to release its 2026 proxy statement so the number of shareholder proposals for this year is still to be confirmed. The firm traditionally published its proxy statement in the first half of March.

Drawing Back on DEI

Since the start of Donald Trump’s second term as US President, right-wing policymakers, regulators and some shareholders have attacked DEI and made efforts to dissuade companies for continuing with diversity-focused policies and programmes. Trump in fact boasted this week that under his leadership that “we have ended DEI”.

Colgate-Palmolive has joined companies such as Apple and Costco in maintaining its diversity initiatives in the face of this pressure. Many of the companies have folded however, such as Goldman Sachs last week which dropped DEI criteria for its board following lobbying from the NLPC despite seemingly little appetite from its wider shareholder base for such an action. Other high-profile firms to roll back on diversity since the start of 2025 include Amazon, Disney, Meta, Rolls Royce and Target.

Minerva Analytics this week published a briefing focused on DEI which examined the ever-expanding political pressure against diversity-related policies and programmes, the muted shareholder support for anti-DEI proposals and highlighting some of the key anti-ESG investors, among many other areas.

Apple’s AGM

At Apple’s AGM this week, the only proposal voted on was overwhelmingly rejected by investors, receiving just 1.4% of votes in favour the resolution from noted anti-ESG proponent National Center for Public Policy Research requested that Apple’s board evaluate and report on “risks and costs associated with the Company’s China entanglements”. The resolution cited the need for investors to have clear information on areas including the dollar value of revenues and profits at risk from regulatory or geopolitical actions in China and the “danger and risks associated with intellectual property theft from Chinese firms”.

Last month, Apple was one of the first major companies to release its 2026 proxy statement which gave an early indication of the confusion caused by the SEC’s ‘no action’ shift, as reported by Minerva Analytics. The sole shareholder proposal at its 2026 AGM marked a sharp decline from the four proposals in 2025, which had already decreased from six in 2024.

It also meant Apple did not face an AI-focused proposal for the first time since 2023. An AI-focused proposal – requesting the Board to report on ethical AI data acquisition and usage – was the most strongly supported at Apple’s 2025 AGM. One of the proposals intended for Apple’s 2026 AGM which did not make it to the company’s proxy statement was from UK shareholder advocacy group Tulipshare which requested the company to publish a report evaluating how emerging technologies such as AI and increased data centre usage may impact its long-term energy strategy.

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Last Updated: 27 February 2026