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ARTICLE · 19 AUGUST 2026

House Bill Would Deliver Class-Level Transparency On Proxy Votes

Mayer Brown
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Representative Sean Casten has introduced legislation requiring companies with multi-class stock structures to disclose voting results broken down by share class, addressing growing concerns about transparency as one-third of 2025 IPOs featured dual-class structures. The bill would mandate detailed vote tallies within four business days of shareholder meetings...

United StatesCorporate/Commercial Law
Carlos E. Juarez
Carlos E. Juarez
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Recently, Rep. Sean Casten (D-Ill.) introduced the Multi-Class Stock Company Voting Transparency Act, which directs the Securities and Exchange Commission (“SEC”) to improve the transparency of voting results at companies with multi-share classes and strengthen the quality of information available to investors. Specifically, the bill would require companies with two or more classes of stock to provide vote tallies that include a breakdown of results by class. According to the Council of Institutional Investors (“CII”), the number of companies with dual-class or multi-class stock has increased, with a third of companies that completed an IPO in 2025 having two or more classes of stock. Multi-class structures allow founders, executives, and early investors to retain voting control over corporate decisions even after selling a significant portion of the company’s equity to public shareholders. Proponents argue that these structures insulate management from short-term market pressures

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