DealLawyers.com Blog

Barclays Shareholder Advisory Group recently published its H1 2025 Review of Shareholder Activism. Here are some of the key takeaways:

– Activists have won 86 board seats in US companies during the first half of 2025, an increase of 16% over the same period in 2024, primarily due to an increase in settlements (37 in H1 2025 v. 28 in H1 2024). Almost half of the settlements during H1 2025 came through private negotiations without a prior public campaign announcement.

– Proxy fights have proven more successful for activists so far this year than they were last year. Activists won seats in four of the eight U.S. proxy contests that went to a vote in H1 2025, winning 38% of the seats they sought. In the prior comparable period, activists won seats in 23% of proxy contests and gained 15% of the seats they sought.

– During H1 2025, ISS and Glass Lewis supported 69% and 85%, respectively, of dissident nominees. Last year, ISS and Glass Lewise supported 29% and 37%, respectively, of dissident nominees. ISS-backed candidates ISS won 56% of the time this year vs. 50% of the time during the prior period. Glass Lewis-backed candidates won 50% of the time this year and 40% of the time last year.

– The most popular activist objectives were board change (43% of global campaigns), M&A (33%) and strategy & operations campaigns (25%). Reflecting the more challenging M&A environment, demands for M&A were well below their 45% four-year average.

– The lines between activists and sponsors continue to blur as activists partner with PE sponsors to catalyze sales and PE sponsors increasingly engaging in activist tactics.

The report cites KKR’s “white squire” investment in Henry Schein as an illustration of its point about the blurring of lines between sponsors and activists.

– John Jenkins