Glass Lewis

At the end of 2019 and the beginning of 2020, the Securities and Exchange Commission (SEC) unveiled major proposed regulations to the proxy advisory industry, targeted at Glass Lewis and its rival, Institutional Shareholder Services (ISS). ²

As of October 2025, Glass Lewis announced it would end the practice of providing “benchmark” voting recommendations for shareholders by 2027 and instead use AI-based technology to develop new options that move “away from a one-size-fits-all approach to a highly customized, client-centric framework.” ³ According to a report by Reuters, clients using Glass Lewis would be able to “craft their own voting frameworks, and it will produce research to support various voting perspectives including those focused on management views, governance or sustainability priorities.” ^{3 4}

Background and Activities

Glass Lewis offers shareholders in major companies formal advice on how to vote on various shareholder resolutions. ¹ Founded in 2003 and headquartered in San Francisco, Glass Lewis is co-owned by the Ontario Teachers’ Pension Plan Board, the largest pension system in Canada which controlled $129.5 billion in assets as of 2012, and the Alberta Investment Management Corporation, another management company for Canadian government worker pension funds. ^{5 1 6}

Ontario Teachers’ acquired the company in 2007, though Glass Lewis operates independently of the Board. ⁶  In 2013, the Ontario Teachers’ Pension Plan Board sold 20% of its ownership of Glass Lewis to the Alberta Investment Management Corporation (AIMCo). ⁶ AIMCo is one of the largest institutional investment managers in Canada, controlling over $70 billion in assets on behalf of 27 pension, endowment, and government funds in Alberta. ⁶

According to the Mercatus Center, Glass Lewis maintains around 37% of the market share for all proxy advisory services worldwide, providing proxy research, an electronic proxy vote platform, share recall services, and class action settlement recovery services. ^{1 5} As of 2020, over 1,200 investors around the world use Glass Lewis proxy research and the company’s Viewpoint proxy vote management system. ⁵ Glass Lewis also offers proxy voting recommendations based on business, legal, governance, and financial statement risk at over 25,000 shareholder meetings worldwide. ⁶

On March 20, 2025, Florida State Attorney General (AG) James Uthmeier announced an investigation into Glass Lewis and Institutional Shareholder Services (ISS) for possible “Environmental, Social, and Governance (ESG) and Diversity, Equity, and Inclusion (DEI) investing policies” in violation of the state’s Deceptive and Unfair Trade Practices Act as well as violations of the state’s Florida Antitrust Act of 1980 for potential “unlawful collusion in adopting and enforcing these policies.” ⁷ AG Uthmeier stated “We won’t allow ESG goals to handcuff Florida businesses and threaten Floridians investments…[i]f these proxy advisors use their overwhelming market power to advance partisan political agendas rather than maximizing shareholder value, we will hold them accountable.” ⁷

As of October 2025, Glass Lewis announced it would end the practice of providing “benchmark” voting recommendations for shareholders by 2027 and instead use AI-based technology to develop new options that move “away from a one-size-fits-all approach to a highly customized, client-centric framework.” ³ According to a report by Reuters, clients using Glass Lewis would be able to “craft their own voting frameworks, and it will produce research to support various voting perspectives including those focused on management views, governance or sustainability priorities.” ^{3 4}

As of November 2025, Glass Lewis and ISS were under investigation from the Federal Trade Commission (FTC) to see if either had violated antitrust laws “through their business of guiding shareholder votes on contentious topics.” ⁸ According to a letter sent to Glass Lewis in September, the FTC was investigating “whether it and others may have engaged in “unfair methods of competition.”” ⁸

In May 2026, Glass Lewis and Institutional Shareholder Services recommended that shareholders of Exxon Mobil vote against the company’s proposal to change its state of incorporation from New Jersey to Texas. The proxy advisory firms argued that the move could reduce shareholder rights and limit legal remedies available to investors under Texas law. Exxon disputed the recommendations, stating that Texas business courts provide efficient resolution of corporate disputes and that exclusive forum provisions are common among large public companies. Exxon subsequently accused ISS and Glass Lewis of failing to disclose an alleged conflict of interest related to their ongoing litigation against Texas Senate Bill 2337 and separate legal disputes with Texas Attorney General Ken Paxton. ISS and Glass Lewis denied the allegations and stated that their proxy research processes operate independently from their litigation activities. ⁹

Proxy Advisory Services

Glass Lewis is one of the largest proxy advisory firms in the world, focusing mostly on environmental, social, and governance (ESG) issues. In addition to offering shareholders individualized proxy research papers, Glass Lewis publicly releases an annual report on shareholder initiative policies, including general recommendations for resolutions on governance, executive compensation, and environmental and social issues. ¹⁰

In October 2025, Glass Lewis announced that it would end its practice of issuing uniform proxy voting recommendations to institutional clients. The firm stated that differing priorities between U.S. and European investors, particularly on sustainability issues, were “challenging the traditional model of proxy voting organizations that rely on a single house view.” According to Glass Lewis CEO Bob Mann, the company plans to shift toward allowing clients to tailor proxy voting advice to their own investment and governance preferences, a move he described as “empowering our clients.” The change follows growing demand from institutional investors for more customized proxy voting options and comes amid broader scrutiny of the influence of proxy advisory firms in corporate governance. ¹¹

In January 2026, JP Morgan Chase announced that its asset-management unit would be cutting ties with proxy-advisory firms such as Glass Lewis and Institutional Shareholder Services (ISS). According to the Wall Street Journal, instead the unit would use Proxy IQ, an AI-powered platform to assist with managing the votes from U.S companies as well as analyzing the data from corporate meetings to provide portfolio recommendations. ¹²

Corporate Governance

Glass Lewis has supported a range of left-of-center shareholder initiatives to impose stricter regulations on the operations of corporate boards. In 2020, Glass Lewis supported shareholder resolutions that would require that all board members serve for the same terms. ¹⁰ Glass Lewis has also supported resolutions against exclusive forum provisions, arguing that corporate boards should not have the right to choose their own legal venue for litigation. ¹⁰

Glass Lewis has also supported resolutions proposing stricter regulations of board structure, including resolutions that mandate an independent chairman of the board, create majority rather than plurality vote requirements for board member elections, and require that dissident shareholders who succeed in passing their proposals be reimbursed for their expenses in advocating for the resolution. ¹³

Glass Lewis advocates for executive compensation to be tied to company performance, while arguing that shareholders should not have any say in the exact details of top executive compensation packages. ¹⁰ Nonetheless, Glass Lewis advises shareholders to support resolutions that increase disclosure of executives’ and directors’ salaries, claiming that such disclosure will allow shareholders to better determine whether salaries are aligned with company performance. ¹⁰ Glass Lewis further advises shareholders to vote against resolutions designed to increase transparency beyond the legal requirements in markets in which “significant disclosure of executive compensation” is mandated by law. ¹⁰

In line with other Glass Lewis policies on executive compensation, the firm advises that shareholders support resolutions designed to link executive pay to environmental and social criteria, within the boundaries of each industry’s regulations. ¹⁰

Environmental Issues

Most of the firm’s environmentalist strategy is centered around the public relations implications of potential shareholder resolutions. ¹⁰ For example, Glass Lewis generally advises shareholders to vote against proposals designed to limit board discretion on animal testing or slaughter, but considers advising them to vote in favor of similar proposals if a company’s treatment of animals has been targeted by high-profile smear campaigns. ¹⁰

Glass Lewis adopts a similar policy regarding resolutions aimed at increasing corporate reporting on climate change. ¹⁰ The firm advises shareholders to vote in favor of “reasonably crafted proposals” to increase disclosure of corporate strategies to address climate change if the company has suffered financial impact from climate-related disputes, if there is a strong link between climate change and its industry, or if it is competitively advantageous to disclose climate strategies. ¹⁰ The firm adopts a similar set of criteria for evaluating whether shareholders should support proposals requesting that companies disclose their plans for moving towards environmentalist energy sources. ¹⁰ Glass Lewis advises shareholders of companies in energy-intensive or extractive industries to vote in favor of increasing corporate climate change disclosure measures. ¹⁰

In May 2024, it advised for all shareholders of the ExxonMobil Corporation to vote against reelecting Exxon’s lead independent director Joseph Hooley due to claims of, “unusual and aggressive tactics” against activist investors attempting to push anti-fossil fuel demands onto the company. ¹⁴

Social Issues

Glass Lewis is wary of endorsing shareholder resolutions regarding social issues, including internet censorship, military contract policies, and tobacco production, frequently arguing that issues in such fields should be left to the discretion of company management and that shareholder proposals in such industries should only be evaluated on a case-by-case basis. ¹⁰

Glass Lewis did, however, offer less equivocal advice on certain social issues. In 2020, Glass Lewis advised shareholders against voting for proposals that request companies restrain pharmaceutical prices in order to make drugs more affordable. ¹⁰  The firm also advised shareholders to vote against proposals requesting that companies adopt an advisory vote on election expenditures, absent egregious behavior on the part of boards. ¹⁰

In 2020, Glass Lewis advised shareholders to vote in favor of resolutions which request that companies provide disclosure on workforce diversity. ¹⁰ Moreover, the firm argued that shareholders should vote in favor of proposals which request that companies release reports detailing how they aim to promote workforce diversity. ¹⁰

Glass Lewis is also concerned with gender equality in the workplace, evaluating shareholder proposals on a case-by-case basis. The firm may or may not endorse shareholder proposals requesting that companies disclose gender pay parity initiatives, depending on the industry, the company’s current disclosure and those of its peers, and any legal action against the company related to gender pay parity. ¹⁰ Glass Lewis also expressed potential support for advocacy proposals designed to push companies to adopt comprehensive equal employment and nondiscrimination policies. ¹⁰

Proxy Reform and Firm Reaction

In October 2019, Glass Lewis executive chairman Kevin Cameron announced that the company would begin to focus on growing its operations abroad in the wake of proposed Securities and Exchange Commission (SEC) regulations. ² The new regulations aimed to make proxy advisers potentially legally liable for distributing inaccurate information and clarified that investors have no obligation to vote their shares on resolutions, threatening the business model of proxy advisers like Glass Lewis. ² Cameron announced that Glass Lewis would begin to focus on growth in Europe and Asia in wake of the new regulations. ²

In January 2020, the SEC rolled out another wave of regulations aimed at increasing the transparency of proxy advisory firms, given that pension managers and investors vote in accordance with proxy recommendations nearly 100% of the time. ¹⁵ The first change would require advisory firms to send voting recommendations to issuers before sending them to clients, allowing the proposals to be reviewed for accuracy prior to their being distributed. ¹⁵ The proposed change comes in the wake of frequent accusations that proxy advising reports are often riddled with errors. ¹⁶ A second proposed change aimed to eliminate frivolous proposals by raising the threshold that shareholders must reach in order to force a proxy vote. ¹⁵

The SEC proposals were specifically targeted at Glass Lewis and rival proxy advisory firm Institutional Shareholder Services (ISS), which control a substantial portion of the advisory market. ¹⁶

Leadership

Kevin Cameron is the co-founder and board chair of Glass Lewis as of 2024. ¹⁷ Cameron took office in September 2019 after spending twelve years serving on various public company boards and on the Glass Lewis Research Advisory Council. ¹⁸

Carrie Busch is the president and director of Glass Lewis, after being appointed to the role in September 2019. ¹⁸ Busch previously ran the Glass Lewis research department and worked as a business analyst at Ionetix Corporation, a pharmaceutical and medical technology company. ^{18 19}

Bob Mann is the chief executive officer (CEO) of Glass Lewis after joining in May 2024. He previously served within several positions at Morningstar Sustainalytics, the ESG (environmental, social, and governance) branch of investment firm Morningstar, Inc. including president and COO and eventually CEO of Sustainalytics. ²⁰