The Securities and Exchange Commission has sued Institutional Shareholder Services, Inc. (ISS) in federal court, alleging the proxy advisory giant has refused to hand over documents demanded by a subpoena issued more than four months ago. The case was filed on September 4, 2026, in the US District Court for the Eastern District of Pennsylvania.
ISS is one of two dominant proxy advisory firms, alongside Glass Lewis, that shape how institutional shareholders weigh in on everything from executive pay packages to board elections.
What the SEC is after
The dispute traces back to March 2026, when the SEC’s Division of Examinations launched a review of ISS’s operations. The focus: whether the firm’s proxy recommendations and voting activities comply with federal securities laws. ISS is registered as an investment adviser, which puts it squarely within the SEC’s regulatory jurisdiction.
On July 21, 2026, the SEC formalized its request by issuing an administrative subpoena demanding relevant documents. According to the SEC’s filing, ISS has “unreasonably refused” to produce those documents despite multiple attempts to resolve the matter without litigation.
The SEC’s court filing seeks a judicial order compelling ISS to comply. The agency has explicitly stated the underlying review hasn’t yet determined whether any violations actually occurred.
Why proxy advisory firms are in the crosshairs
ISS has been on the SEC’s radar before. The firm settled with the commission in 2013, paying a $300,000 penalty related to the improper sharing of confidential information, with a mandate to retain a compliance consultant.
The subpoena targets what the SEC describes as critical operational data tied to ISS’s core business model, including internal methodologies, communications about specific proxy recommendations, and compliance records.