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    INVESTMENT BANKING | INNOVATION EDGE

    Shareholder activism surged in 2024

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    Contributor: Jim Rossman
    29 Jan 2025

    Fuelled by elevated levels in the US and record levels in APAC, global shareholder activist campaign numbers were at a six-year high in 2024. Our Investment Banking Shareholder Advisory team’s 2024 Review of Shareholder Activism notes a record number of activists, shifting demands and an unprecedented number of CEO resignations following activist campaigns.

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    Shareholder activism surged in 2024

    To receive a copy of the full report, 2024 Review of Shareholder Activism, please email: ShareholderAdvisoryGlobal@barclays.com

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    1. US and APAC activity drives global campaigns while activity in Europe reverts to mean 

    Globally, 243 activist campaigns were launched in 2024, the highest number since 2018. 

    APAC saw a record 66 campaigns, overtaking Europe for the first time, where activity fell 26% year-on-year to 48 campaigns.

    US activity was up 6% year-over-year to 115 campaigns. However, US activity no longer constitutes a majority of campaign activity as activism has become a global phenomenon. At its peak in 2015, 69% of campaigns originated in the US vs. 47% in 2024. 

    Consistent with historical trends, there was a 67% spike in activity from Q3 to Q4, as activists typically launch more campaigns in Q4 to exert pressure in accordance with U.S. nomination windows opening between December and February.

    Record pace for shareholder activism
    Record pace for shareholder activism

    2. Record number of activists launched campaigns while major activists targeted more mega-cap companies 

    160 different investors launched campaigns in 2024, including 45 first-timers, both record numbers. 

    First-timers outpaced major activists for the first time: the former were responsible for 18% of campaigns, while the latter were responsible for 17% of campaigns, an all-time low proportion. 

    The activist universe has expanded as the tactic has gained broader acceptability with institutional investors around the world, especially as norms around corporate governance and shareholder engagement have changed. 

    Mega-cap companies, with over $25 billion market capitalisation, were of particular interest to major activists, comprising 30% of their targets, up from 23% five years ago. Small- and medium-cap companies comprised 64% of campaigns, in line with historical averages.  

    Record pace for shareholder activism

    3. Strategic and operational campaign demands rose in 2024, but M&A demands are accelerating

    Activists adjusted their demands in 2024 to respond to an uncertain M&A and macroeconomic environment. 

    Strategic and operational issues were the focus of many high-profile campaigns and were featured in nearly a quarter of all campaigns in 2024, above the three-year average of 18%. The increased scrutiny of corporate strategy likely contributed to the increased level of CEO turnover in the wake of an activist campaign in 2024.

    As the M&A environment rebounded, activists began to again focus on M&A demands to drive value. M&A demands appeared in over half of H2 2024 campaigns after appearing in just one-third of H1 2024 campaigns. 

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    Record pace for shareholder activism

    4. CEOs come under fire as Boards take a more critical stance

    A record 27 CEOs resigned from companies targeted by activists in 2024, up from 24 in 2023 and well above the four-year average of 16. The percentage of S&P 500 CEO resignations coming in the context of activist activity has also increased threefold since 2020. 

    Increased strategic and operational demands are heightening pressure on CEOs as Boards act more quickly and aggressively where they see management or strategic missteps. 

    Over the past two years, 20% of activist targets saw their CEO resign within a year of campaign initiation, a much higher rate than the average annual CEO turnover in the S&P 500 index of 12%. 

    Despite mega-cap companies comprising just 12% of activist campaigns, they accounted for 19% of CEO turnover. 

    Record pace for shareholder activism

    5. Fewer US proxy fight victories leaves Universal Proxy debate undecided

    In 2024, activists won 119 board seats, in line with the four-year average of 115.

    24% of seats were won through proxy fights, a slight reduction from 27% in 2023 but elevated relative to the longer-term trend.

    Activists faced more of a struggle in the US; in ten 2024 proxy fights, activists secured seats in only three fights and won just six of 38 total seats sought. 

    These results suggest that the Universal Proxy Card has not upended proxy fight dynamics but reinforced the importance of both nominee selection and a robust defence strategy.

    Record pace for shareholder activism

    What's next?

    M&A-related demands are expected to increase as amid a potentially more favorable macroeconomic and regulatory environment. The strong performance of recent high-profile spin-offs will fuel further demands for portfolio rationalisation.

    Persistent valuation gaps between markets and geopolitical pressures may drive continued corporate re-listings. 

    2024’s heightened CEO turnover evidenced an increasingly active – even activist – mindset from corporate boards. That mindset is likely to persist, and even increase, in 2025. 

    Continued geopolitical and economic upheaval will continue to create opportunities for activists. More non-traditional activists may also take advantage of these disruptions. 

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