Key Shareholder Activism Trends to Watch in 2026

2025 has been one of the busiest years on record for shareholder activism, with Barclays recently reporting a nearly 20% increase in activist campaigns over the long-term average. [1] Amidst this overall uptick, there were several notable developments, including increased use of “withhold” campaigns — where activists solicited votes against a board’s nominees rather than running a competing slate — and campaigns that drove the resignation and replacement of incumbent CEOs. Traditional activist campaigns to replace directors also saw increasing success in 2025, with recent data indicating activists have won more board seats this year than in recent years, fueled primarily by settlements (rather than contested elections). The second half of 2025 has been particularly active, marked by a record number of campaigns in the third quarter.

As we approach the 2026 proxy season, and the opening of the nomination window at many companies, boards and management teams at public companies should take stock of the evolving activism landscape and prepare accordingly. Recent data suggests that activist activity is increasing in Q4 2025, [2] making it more critical than ever for boards and management teams to understand current activism trends and anticipate where the market is heading.

Based on what we are seeing in the market in the second half of 2025, here are some key trends to expect in 2026:

1.      M&A-Focused Campaigns on the Rise

As deal volume has rebounded heading into 2026, we anticipate there will be a corresponding increase in activist campaigns focused on M&A strategies. [3] In this environment, boards at underperforming companies can expect that activists may push boards to sell or break up the business as primary objectives.

2.      Emerging Activists Targeting Smaller Companies

In 2025, more first time and lesser-known activists launched campaigns, often targeting smaller-cap companies. [4] We expect this trend to continue into 2026, as both proxy advisory firms such as ISS and Glass Lewis, and institutional investors, have supported campaigns by emerging activists. [5] These new players also make it harder for companies to detect activism activity before it arises, highlighting the importance of shareholder intelligence programs.

3.      Private Settlements Over Public Proxy Fights

In recent years, a significant portion of activist situations have been resolved through private negotiation and settlement rather than contested proxy fights. [6] One driver of increased settlement activity is the universal proxy rules implemented in 2022, which enabled shareholders to split their vote between an activist’s nominees and incumbent directors. While the universal proxy makes it easier for activists to secure individual board seats in a contested election, full slate victories have been harder to come by. Boards and management teams should be aware of these dynamics and prepared for early and substantive engagement with activist investors.

4.      Retail Investor Engagement Takes Center Stage

Companies are devoting increased attention to engaging retail shareholders for support in proxy contests, operating on the premise that retail investors generally favor incumbent boards and management teams. [7] A new tool in this effort is the auto-voting program. [8]

In September 2025, the SEC issued a no-action letter approving Exxon’s auto-voting program for retail stockholders, opening the door for broader adoption of this approach. [9] The program seeks to address a persistent challenge: retail investors often hold substantial ownership stakes (but typically less than a majority), but they have been far less likely to vote their shares than institutional investors. [10] Companies considering auto-voting programs should be aware of several practical barriers, including implementation costs, disclosure requirements, monitoring shareholder turnover, ongoing program maintenance and the managerial time commitment required.

5.      Potential Changes to Quarterly Reporting Requirements

An important development to monitor is whether the SEC acts on recent commentary from the Trump administration suggesting that companies should only be required to report earnings semiannually rather than quarterly. [11] SEC Chair Paul Atkins has indicated the agency will move forward with a proposed rule on this issue. [12] However, even if such a rule is adopted, we expect activists may push companies to maintain quarterly reporting or otherwise report more frequently than semi-annually. Even before any rule is adopted, boards should consider their position on this issue and be prepared to articulate their rationale.

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Proactive Defense Strategies

Amidst the overall increase in campaign activity and evolution in activist strategies, companies should be proactive in preparing a defense strategy before any approach. Defense is now a year-round consideration, and the most critical work happens on “clear days” — before any activist threat materializes. Here are some suggested, and important, actions companies can take today:

• Conduct a substantive review: Analyze your business to determine what an activist might criticize and develop potential responses.
• Conduct a structural defense review: Analyze your governance structure for vulnerabilities; review your bylaws, charter provisions and advance notice requirements; and ensure compliance with SEC rules, stock exchange requirements and governance best practices. Having a fully drafted and negotiated “shelf” shareholder rights agreement can enable quick deployment if needed.
• Implement shareholder intelligence programs: Companies are well advised to conduct regular and continuing analysis of their shareholder base. Stock watch programs can detect unusual trading patterns that might signal an activist building a position.
• Engage proactively with shareholders: Management teams and boards should maintain an ongoing dialogue with institutional investors, proxy advisory firms and retail shareholder groups throughout the year—not just during proxy season and in quarterly earnings calls. This gives leadership more opportunities to communicate their vision and build credibility before any adversarial activist emerges.
• Create an activism response plan: Companies should be prepared to respond swiftly and with purpose when an activist emerges. This includes creating an activism defense team comprised of key internal (CEO, CFO, General Counsel and IR leads) and external (financial advisor, PR, proxy solicitor and outside counsel) members. Scenario planning for an activist approach will ensure that the defense team is ready to respond when the time comes.