ExxonMobil’s Retail Voting Program: Case Study in Private Ordering

Corporate partner Marc Leaf and investment management partner Gwendolyn Williamson co-authored an article titled “ExxonMobil’s Retail Voting Program: Case Study in Private Ordering” for The Investment Lawyer. 

In the article, the authors discuss how ExxonMobil’s Retail Voting Program seeks to boost retail shareholder participation by letting individual investors pre-authorize their shares to be voted in line with board recommendations, while preserving their right to opt out or override instructions. The Securities Exchange Commission approved the program in September 2025, provided that full proxy disclosures and opt-out mechanisms remain in place. The pilot aims to address low retail voting rates caused by complex proxy processes and is designed to comply with federal and state laws. 

The authors note however, that the program excludes investment advisers and raises questions about its broader impact, especially as mutual funds and ETFs experiment with pass-through voting. While some see the initiative as a step toward greater shareholder democracy, others worry about weakened investor protections, the authors add. 

The full article is available to The Investment Lawyer subscribers.