SB 1057: Parker’s bill lets big corporations tighten shareholder proposal rules

Caption

relating to shareholder proposals submitted to certain domestic corporations.

Summary

A shareholder needs $1,000,000 or three percent of voting shares.

The bill lets certain large, publicly listed Texas corporations opt into stricter rules for shareholder proposals. A shareholder or group must hold at least $1,000,000 or three percent of the voting shares for six months through the meeting, and must solicit holders of at least 67% of the voting power. Shareholders of an opted-in company cannot vote on any other shareholder proposal, except director nominations and procedural motions.

Receipt

The receipt

89R-SB1057 · 2025-02-03

SOLD BY

Sen. Tan ParkerRSenate 12

+ 1 coauthor

ITEM

relating to shareholder proposals submitted to certain domestic corporations.

WHAT IT DOES

A shareholder needs $1,000,000 or three percent of voting shares.

The bill lets certain large, publicly listed Texas corporations opt into stricter rules for shareholder proposals. A shareholder or group must hold at least $1,000,000 or three percent of the voting shares for six months through the meeting, and must solicit holders of at least 67% of the voting power. Shareholders of an opted-in company cannot vote on any other shareholder proposal, except director nominations and procedural motions.

CHARGES

[ ] NONE FOUND

TOTAL

No significant fiscal implication to the State is anticipated.

LBB estimate · fiscal note version E · source

Sources

Fiscal note · version E · April 28, 2025

No first-year general revenue figure available here.

LBB published estimates · flow over the stated periods.

Source snapshot 2026-10-19, Central time.

HISTORY

Feb 3, 2025Received by the Secretary of the Senate
Feb 3, 2025Filed
Feb 24, 2025Read first time
Feb 24, 2025Referred to Business & Commerce
Mar 18, 2025Scheduled for public hearing on . . .
Mar 18, 2025Considered in public hearing
Mar 18, 2025Testimony taken in committee
Mar 18, 2025Left pending in committee
Mar 27, 2025Considered in public hearing
Mar 27, 2025Vote taken in committee
Mar 31, 2025Reported favorably as substituted
Mar 31, 2025Recommended for local & uncontested calendar
Mar 31, 2025Committee report printed and distributed
Apr 1, 2025Co-author authorized
Apr 8, 2025Placed on intent calendar
Apr 10, 2025Rules suspended-Regular order of business
Apr 10, 2025Record vote
Apr 10, 2025Read 2nd time
Apr 10, 2025Amendment(s) offered FA1 Johnson
Apr 10, 2025Amended
Apr 10, 2025Vote recorded in Journal
Apr 10, 2025Passed to engrossment as amended
Apr 10, 2025Record vote
Apr 10, 2025Three day rule suspended
Apr 10, 2025Record vote
Apr 10, 2025Read 3rd time
Apr 10, 2025Passed
Apr 10, 2025Record vote
Apr 10, 2025Reported engrossed
Apr 14, 2025Received from the Senate
Apr 17, 2025Read first time
Apr 17, 2025Referred to Trade, Workforce & Economic Development
Apr 30, 2025Considered in public hearing
Apr 30, 2025Reported favorably w/o amendment(s)
May 1, 2025Comte report filed with Committee Coordinator
May 1, 2025Committee report distributed
May 2, 2025Committee report sent to Calendars
May 5, 2025Laid out in lieu of companion CSHB 4115
May 5, 2025Read 2nd time
May 5, 2025Passed to 3rd reading
May 6, 2025Read 3rd time
May 6, 2025Passed
May 6, 2025Record vote RV#1480
May 6, 2025Statement(s) of vote recorded in Journal
May 6, 2025House passage reported
May 6, 2025Reported enrolled
May 7, 2025Signed in the Senate
May 7, 2025Signed in the House
May 7, 2025Sent to the Governor
May 19, 2025Signed by the Governor
May 19, 2025Effective on 9/1/25

ALSO NOTED · NOT CHARGED (1)

CARVE-OUT · analysis confidence 30%

THE TEXT

“is admitted to listing on a stock exchange”…

Bill text, introduced version (I)

A company can qualify by listing on a state-approved Texas stock exchange instead of having its main office here. That gives those exchanges a small edge, but the caption says the bill covers only certain corporations, so the effect is minor.

FILED UNDER

No verified beat found.

SIGNED FOR BY

House · 140 yea · 5 nay

Senate · 27 yea · 3 nay

Sources

House: Final passage · May 6, 2025. Journal. Published stock for this vote. Snapshot 2026-10-19, Central time.

Senate: Final passage · Apr 10, 2025. Journal. Published stock for this vote. Snapshot 2026-10-19, Central time.

All floor motions and other positions below.

No flags

THANK YOU FOR CHECKING THE RECEIPT

CAMPAIGN PAID FOR BY

Tan Parker

Donors

Texas Stock Exchange | TXSE Group PAC$40K Texas REALTORS Political Action Committee$25K The Peck Family Trust$25K

Not tied to this bill.

Sources

The author's campaign account only. Own money and internal transfers are separate on the member page.

Derived itemized flow · Oct 28, 2024 to Jun 29, 2026. State data as of Nov 4, 2026.

Derived itemized contributions on live regular reports and uncovered special-session dates. Internal account transfers and daily reports are excluded.

Texas Stock Exchange | TXSE Group PAC$40,000.00

Texas Stock Exchange | TXSE Group PAC

$40,000.00

Cash: $40,000.00
Paid by others: $0.00
Total: $40,000.00

Also funds 10 other sitting lawmakers.

Derived recipient stock · Feb 17, 2026 to Oct 16, 2026. State data as of Nov 4, 2026.

TEC account match.

Team

Sources

Derived itemized flow · Feb 17, 2026 to Jun 25, 2026. State data as of Nov 4, 2026.

Derived itemized contributions on live regular reports and uncovered special-session dates. Internal account transfers and daily reports are excluded.

Report IDs: 101060289.

Texas REALTORS Political Action Committee$25,250.00

Texas REALTORS Political Action Committee

$25,250.00

Cash: $25,000.00
Paid by others: $250.00
Total: $25,250.00

fundraiser $250.00

Also funds 140 other sitting lawmakers.

Derived recipient stock · Jul 2, 2024 to Oct 24, 2026. State data as of Nov 4, 2026.

TEC account match.

Team

Sources

Derived itemized flow · Dec 4, 2024 to Oct 9, 2025. State data as of Nov 4, 2026.

Derived itemized contributions on live regular reports and uncovered special-session dates. Internal account transfers and daily reports are excluded.

Report IDs: 100986801, 101009904, 101031351.

The Peck Family Trust$25,000.00

The Peck Family Trust

$25,000.00

Cash: $25,000.00
Paid by others: $0.00
Total: $25,000.00

Also funds 1 other sitting lawmakers.

Derived recipient stock · Dec 14, 2024 to Sep 18, 2026. State data as of Nov 4, 2026.

Name match, not a verified identity: normalized filed name and state.

Sources

Derived itemized flow · on Dec 14, 2024. State data as of Nov 4, 2026.

Derived itemized contributions on live regular reports and uncovered special-session dates. Internal account transfers and daily reports are excluded.

Report IDs: 100986801.

Money

Missing data does not establish zero giving. Display amounts are rounded.

×

Texas Stock Exchange | TXSE Group PAC

$40,000.00

Cash: $40,000.00
Paid by others: $0.00
Total: $40,000.00

Also funds 10 other sitting lawmakers.

Derived recipient stock · Feb 17, 2026 to Oct 16, 2026. State data as of Nov 4, 2026.

TEC account match.

Team

Sources

Derived itemized flow · Feb 17, 2026 to Jun 25, 2026. State data as of Nov 4, 2026.

Derived itemized contributions on live regular reports and uncovered special-session dates. Internal account transfers and daily reports are excluded.

Report IDs: 101060289.

×

Texas REALTORS Political Action Committee

$25,250.00

Cash: $25,000.00
Paid by others: $250.00
Total: $25,250.00

fundraiser $250.00

Also funds 140 other sitting lawmakers.

Derived recipient stock · Jul 2, 2024 to Oct 24, 2026. State data as of Nov 4, 2026.

TEC account match.

Team

Sources

Derived itemized flow · Dec 4, 2024 to Oct 9, 2025. State data as of Nov 4, 2026.

Derived itemized contributions on live regular reports and uncovered special-session dates. Internal account transfers and daily reports are excluded.

Report IDs: 100986801, 101009904, 101031351.

×

The Peck Family Trust

$25,000.00

Cash: $25,000.00
Paid by others: $0.00
Total: $25,000.00

Also funds 1 other sitting lawmakers.

Derived recipient stock · Dec 14, 2024 to Sep 18, 2026. State data as of Nov 4, 2026.

Name match, not a verified identity: normalized filed name and state.

Sources

Derived itemized flow · on Dec 14, 2024. State data as of Nov 4, 2026.

Derived itemized contributions on live regular reports and uncovered special-session dates. Internal account transfers and daily reports are excluded.

Report IDs: 100986801.

Votes6

House May 6, 2025

Yea: 140
Nay: 5
Present, not voting: 1
Absent: 4
Excused: 0

Names

Named positions matched to lawmakers. See the journal for unmatched names.

House journal

Sources

Record 1480

SB 1057 was passed by (Record 1480): 140 Yeas, 5 Nays, 1 Present, not voting.

Published stock of positions for this vote, except where marked derived.

Yea: 140 (published)
Nay: 5 (published)
Present, not voting: 1 (published)
Absent: 4 (derived from named list)
Excused: 0 (derived from named list)

House journal. Source snapshot 2026-10-19, Central time.

Senate Apr 10, 2025

Yea: 27
Nay: 3
Present, not voting: Not printed
Absent: 0
Excused: 1

Names

Named positions matched to lawmakers. See the journal for unmatched names.

Senate journal

Sources

The bill was read third time and was passed by the following vote: Yeas 27, Nays 3. (Same as previous roll call)

Published stock of positions for this vote, except where marked derived.

Yea: 27 (published)
Nay: 3 (published)
Present, not voting: Not printed
Absent: 0 (derived from named list)
Excused: 1 (derived from named list)

Senate journal. Source snapshot 2026-10-19, Central time.

Senate Apr 10, 2025

Yea: 27
Nay: 3
Present, not voting: Not printed
Absent: 0
Excused: 1

Names

Named positions matched to lawmakers. See the journal for unmatched names.

Senate journal

Sources

Senator Parker moved that Senate Rule 7.18 and the Constitutional Rule requiring bills to be read on three several days be suspended and that CSSB 1057 be placed on its third reading and final passage. The motion prevailed by the following vote: Yeas 27, Nays 3.

Published stock of positions for this vote, except where marked derived.

Yea: 27 (published)
Nay: 3 (published)
Present, not voting: Not printed
Absent: 0 (derived from named list)
Excused: 1 (derived from named list)

Senate journal. Source snapshot 2026-10-19, Central time.

Senate Apr 10, 2025

Yea: 27
Nay: 3
Present, not voting: Not printed
Absent: 0
Excused: 1

Names

Named positions matched to lawmakers. See the journal for unmatched names.

Senate journal

Sources

CSSB 1057 as amended was passed to engrossment by the following vote: Yeas 27, Nays 3.

Published stock of positions for this vote, except where marked derived.

Yea: 27 (published)
Nay: 3 (published)
Present, not voting: Not printed
Absent: 0 (derived from named list)
Excused: 1 (derived from named list)

Senate journal. Source snapshot 2026-10-19, Central time.

Senate Apr 10, 2025

Yea: Not printed
Nay: Not printed
Present, not voting: Not printed
Absent: Not printed
Excused: 1

Names

KingExcused

Named positions matched to lawmakers. See the journal for unmatched names.

Senate journal

Names were not printed for yea. Only the named positions are included in member records.

Voice vote. No numeric tally or individual yeas are inferred.

Sources

The amendment to CSSB 1057 was read and was adopted by a viva voce vote.

Published stock of positions for this vote, except where marked derived.

Yea: Not printed
Nay: Not printed
Present, not voting: Not printed
Absent: Not printed
Excused: 1 (derived from named list)

Senate journal. Source snapshot 2026-10-19, Central time.

Senate Apr 10, 2025

Yea: 27
Nay: 3
Present, not voting: Not printed
Absent: 0
Excused: 1

Names

Named positions matched to lawmakers. See the journal for unmatched names.

Senate journal

Sources

Senator Parker moved to suspend the regular order of business to take up for consideration CSSB 1057 at this time on its second reading: CSSB 1057, Relating to the submission and approval of certain proposals by shareholders of nationally listed corporations. The motion prevailed by the following vote: Yeas 27, Nays 3.

Published stock of positions for this vote, except where marked derived.

Yea: 27 (published)
Nay: 3 (published)
Present, not voting: Not printed
Absent: 0 (derived from named list)
Excused: 1 (derived from named list)

Senate journal. Source snapshot 2026-10-19, Central time.

Witnesses2

For: 2
Against: 0
On: 0

Names

For

Texas Stock Exchange1 registration
TXSE GROUP INC (Texas Stock Exchange)1 registration

Sources

2 parsed registrations across the loaded witness lists.

Derived stock of witness registrations. Repeated appearances count separately. Organizations and self-representation appear as printed.

Senate witness list. Source snapshot 2026-10-20, Central time.

Fiscal

No significant fiscal implication to the State is anticipated.

LBB estimate · fiscal note version E · source

Sources

Fiscal note · version E · April 28, 2025

No first-year general revenue figure available here.

LBB published estimates · flow over the stated periods.

Source snapshot 2026-10-19, Central time.

How this was graded

Analysis of text version I by claude-opus-5-5, Oct 20, 2026, against the published rubric.

Sources

Texas Senate · Filed Feb 3, 2025

05/19/2025 E Effective on 9/1/25

Texas Legislature Online · Introduced · Senate Committee Report · Engrossed · House Committee Report · Enrolled

Data snapshot Oct 26, 2026 at 6:51 AM CDT. Grades, charges, quotes and corrections follow the published record.

Coauthors

César BlancoDSenate 29

Companion

HB 4115 by Meyer (identical)

Subjects

Business & Commerce--General

Corporations & Associations

Financial--General

Text

The text as introduced · 378 words

89R11822 TYPED

By: Parker
S.B. No. 1057

A BILL TO BE ENTITLED

AN ACT

relating to shareholder proposals submitted to certain domestic

corporations.

BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:

SECTION 1. Subchapter H, Chapter 21, Business Organizations

Code, is amended by adding Section 21.373 to read as follows:

Sec. 21.373. SHAREHOLDER PROPOSALS. (a) This section

applies only to a corporation that:

(1) is formed under the laws of this state;

(2) has a class of equity securities registered under

Section 12(b) of the Securities Exchange Act of 1934;

(3) is admitted to listing on a national securities

exchange;

(4) either:

(A) has its principal office in this state; or

(B) is admitted to listing on a stock exchange

that:

(i) has its principal office in this state;

and

(ii) has received approval by the state

pursuant to Subchapter C, Chapter 4005, Government Code; and

(5) opts into this section by amending its governing

documents and providing notice to shareholders in its proxy

statement.

(b) Except as otherwise provided by a corporation's

governing documents, to submit a matter to the shareholders for

approval at a shareholder meeting, a shareholder, or group of

shareholders, must:

(1) hold no less than the lesser of:

(A) $1,000,000 in market value of the

corporation's securities entitled to vote on the proposal, measured

at the date of submission of the proposal; or

(B) three percent of the corporation's

securities entitled to vote on the proposal;

(2) continuously maintain ownership in the shares

required by Subdivision (1) for at least six months leading up to

and through the shareholder meeting; and

(3) solicit the holders of shares representing at

least 67% of the voting power of shares entitled to vote on the

proposal.

(c) Subsection (b) does not apply to:

(1) director nominations; and

(2) procedural resolutions that are ancillary to the

conduct of the meeting.

(d) If this section applies to a corporation, it shall not

be legally permissible for the shareholders of the corporation to

vote on any matter submitted to a meeting of shareholders by a

shareholder unless:

(1) that proposal has been submitted in compliance

with subsection (b); or

(2) that proposal is exempt under subsection (c).

SECTION 2. This Act takes effect September 1, 2025.

Verdict: No flags

The receipt

SOLD BY

ITEM

WHAT IT DOES

CHARGES

TOTAL

HISTORY

SIGNED FOR BY

Donors

Texas Stock Exchange | TXSE Group PAC

Texas REALTORS Political Action Committee

The Peck Family Trust

Texas Stock Exchange | TXSE Group PAC

Texas REALTORS Political Action Committee

The Peck Family Trust

House May 6, 2025

Senate Apr 10, 2025

Senate Apr 10, 2025

Senate Apr 10, 2025

Senate Apr 10, 2025

Senate Apr 10, 2025

For

Companion