# 119-hr-3402: To amend the Securities Exchange Act of 1934 to require certain disclosures by institutional investment managers in connection with proxy advisory firms, and for other purposes.

119-hr-3402, To amend the Securities Exchange Act of 1934 to require certain disclosures by institutional investment managers in connection with proxy advisory firms, and for other purposes., is a 119th Congress bill sponsored by Rep. Loudermilk, Barry [R-GA-11] (R-GA); status introduced; PRIA reads it as touching household money (as of 2026-08-22).

- Canonical: https://policyrisk.com/legislation/119-hr-3402
- As of: 2026-08-22
- Plain-text twin of the page above; the HTML and this file carry the same facts.

## Facts
- Bill: 119-hr-3402
- Congress: 119
- Title: To amend the Securities Exchange Act of 1934 to require certain disclosures by institutional investment managers in connection with proxy advisory firms, and for other purposes.
- Status: introduced
- Introduced: 2025-05-14
- Sponsor: Rep. Loudermilk, Barry [R-GA-11] (R-GA)
- Cosponsors: 0
- Policy area: Finance and Financial Sector
- Touches household money: yes
- Last recorded action: 2026-08-22

## Summary

**More public reporting on how large money managers vote on shareholder issues.** This bill would require institutional investment managers that use proxy advisory firms to file annual reports with the Securities and Exchange Commission explaining their votes, how often they follow advisers, and how advisory recommendations affected voting decisions. - Institutional investment managers would have to include a vote-by-vote explanation, the percentage of votes consistent with each proxy advisory firm's recommendations, an explanation of how recommendations were considered, and a certification that votes served the shareholders' best economic interests. - Managers with at least $100 billion in assets would face extra rules. They would have to tell customers that shareholders are not required to vote on every proposal, run an economic analysis before voting on proposals that differ from a board's independent directors' recommendation, and include that analysis in the annual report. - The bill defines "proxy advisory firm" as providers of proxy voting advice, research, or recommendations. Shareholders and clients would get clearer transparency about how managers use advisers and who makes voting decisions.

## Provisions PRIA read

- New proxy voting reports from large asset managers: benefit, medium. If enacted, institutional investment managers that hire proxy advisors and vote shares would have to file a yearly report to the SEC. The report would show how they voted on each shareholder proposal. It would list, for each proxy advisor, the share of votes that matched its advice. It would explai…

## Related bills

- 119-hr-2570: Maximum Pressure Act
- 119-hr-25: FairTax Act of 2025
- 119-hr-6955: Main Street Capital Access Act
- 119-hr-687: MERIT Act of 2025
- 119-hr-2345: Ocmulgee Mounds National Park and Preserve Establishment Act
- 119-hr-9298: Stopping Harmful and Outrageous Torts Act

## Sources
- [119-hr-3402 on Congress.gov](https://www.congress.gov/bill/119th-congress/house-bill/3402)

## Related
- [119-hr-2570: Maximum Pressure Act](https://policyrisk.com/legislation/119-hr-2570)
- [119-hr-25: FairTax Act of 2025](https://policyrisk.com/legislation/119-hr-25)
- [119-hr-6955: Main Street Capital Access Act](https://policyrisk.com/legislation/119-hr-6955)
- [119-hr-687: MERIT Act of 2025](https://policyrisk.com/legislation/119-hr-687)
- [119-hr-2345: Ocmulgee Mounds National Park and Preserve Establishment Act](https://policyrisk.com/legislation/119-hr-2345)
- [119-hr-9298: Stopping Harmful and Outrageous Torts Act](https://policyrisk.com/legislation/119-hr-9298)
- [All bills in Congress](https://policyrisk.com/legislation)

Source: PRIA, https://policyrisk.com/legislation/119-hr-3402 (as of 2026-08-22).