Last Minute Thoughts: Your AI Proxy Disclosures

It should be no surprise that this year’s hot topic for the proxy appears to be AI-related. I say it should be no surprise because AI is becoming a game-changer for so many things in so many facets of our lives.

First, I’ll mention the continuing trend that disclosure of AI oversight by the company and its board is way up. This has been a hot topic during shareholder engagement and this is an area of disclosure that investors will be closely reading. This is not necessarily a new topic as this has been hot for the past few years. Still, some companies continue to evolve their disclosures in this area and are thinking about how to expand their AI governance oversight risk disclosures and weaving more AI discussion into their risk factors.

A newer topic that some investors are asking about is whether – and how – the board is getting education about AI, particularly as it impacts the board’s company and industry. Some companies might be getting more granular in their proxy disclosures to help investors here and including disclosure that goes beyond whether the board receives AI education to also address whether this happens at the board committee level. And even disclosure that provides a little gloss about the frequency and nature of that AI education…

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