The floor stayed. The discretion above it widened.

Climate and diversity language is disappearing from voting policies. That is the smaller half of the story. The bigger half: managers deleted the sentence linking a finding to a vote against a named director — and left almost every number in the rulebook where it was.

A line‑by‑line reading of 36 pairs of published voting policies — 35 asset managers and asset owners, plus ISS. Every quotation verified against source.

How to describe the year

One edit dominates, and the largest managers made it. The analysis of what counts as a governance failure survived almost untouched; the stated consequence did not. A policy that said what it would do now says what it may do.

Beneath that, four themes. Almost every large US manager deleted its board‑diversity triggers, and several deleted the word. Support for shareholder proposals, environmental and social ones especially, was downgraded by the same firms — though a sizeable group moved the other way. Climate did not retreat uniformly: roughly as many managers kept or strengthened their climate voting rules as cut them. And nobody moved a number. The floors are where they were; what widened is the discretion above them.

Only a minority of firms publish separate regional guidelines. Those changed the US book and left Europe and Asia alone, or tightened them.

For the largest US managers the most convincing explanation is regulatory exposure rather than conviction — and it does not fit all of them. What follows is the evidence.

What BlackRock, Vanguard and State Street took out

Start with the firms whose votes settle most large‑cap ballots. What they removed was not the standard but the promise to act on it: the named trigger, the automatic consequence, the director who would have lost a vote.

BlackRock’s say‑on‑pay default, in full

Pay‑for‑performance failure used to carry an automatic consequence for the directors who designed the plan. Now it carries an option.

The same cut, made wholesale elsewhere:

• Vanguard replaced seven named triggers in its director‑accountability section with one general sentence — among them the say‑on‑pay escalation, the automatic vote against the compensation committee, two audit‑committee rules and the entire climate‑risk oversight test. A fund will generally vote against became may be recommended.
• State Street cut roughly twenty index‑anchored rules in one revision. Every index that anchored a rule — S&P 500, Russell 3000, FTSE 350, TOPIX, ASX, Hang Seng — fell to zero mentions; TCFD fell from 27. The carve‑out for when fees may be excluded for purposes of determining whether non‑audit fees are excessive survives; the threshold defining “excessive” does not. The exception outlived its rule.
• ISS, the engine a very large share of institutional votes follow, moved exactly five environmental and social proposal defaults from “generally vote for” to case‑by‑case: climate‑risk disclosure, greenhouse‑gas reporting, workforce diversity data including EEO‑1, human‑rights and supplier‑labour reporting, political‑contributions disclosure. It added none; “generally vote for” falls from 42 to 37. In the same revision it tightened on pay, lengthening its pay‑for‑performance window from three years to five and widening its test for problematic director pay.
• Invesco deleted its whole “Responsiveness” sub‑section — four rules on voting against committee chairs who ignored shareholders. RBC GAM deleted every quantitative pay test it had, including the $20 million disclosure trigger and the “twice the peer median” flag.

Aviva changed 26 sentences and not one threshold

Outside the giants, the same rewrite is countable.

A word‑count would miss this: in the same rewrite, Aviva broadened its climate framework from five pillars to seven.

What moved, and what did not

It did not all go one way

The “great ESG retreat” framing does not survive the documents. Roughly a third of the managers compared held their ground or moved the other way.

• JPMorgan added a climate voting rule it never had. JPMAM may vote against directors serving on relevant committees where climate‑transition or asset‑risk disclosure is absent or unmeaningful. TCFD went from zero mentions to 16, Scope 3 from zero to 12 — in the edition where the acronym “ESG” disappeared completely.
• Amundi kept the library’s most far‑reaching E&S rule, verbatim: votes against the discharge of the board, the sustainability report, the chair and the audit committee where climate strategy is insufficient or natural‑capital and social practices lag.
• Nomura tightened five thresholds and loosened none — the only manager to move numbers at all. There is no female director became a floor of 10% of the board; cross‑shareholding escalation fell from 50% to 40% of net assets and 20% to 15% of invested capital. Each means a vote against the chairperson or president personally.
• Pictet added a named climate trigger — directors at oil and gas companies without a credible transition strategy, and companies expanding thermal coal mining or power generation capacity — and cut its Level 3 exclusion thresholds from 25% to 10%.
• Morgan Stanley is verbatim unchanged: a word‑level diff of the substantive sections returns only footnote renumbering. It still says diverse perspectives on the board help directors assess and manage risks and opportunities comprehensively — the kind of sentence BlackRock cut.
• New York State Common dropped “Environmental, Social & Governance” from its title, kept its board‑diversity test almost verbatim, and added four reasons to vote against directors, including a CFO holding a board seat and “stealth” dual‑class structures. It shed the label and kept the rules.
• RBC GAM deleted its pay tests and kept everything else. Alone here among the major 2026 policies, it retained “diversity, equity and inclusion” in full beside an unchanged board‑diversity test, with its climate, human‑rights and nature sections character‑for‑character identical.

The same firm now votes differently depending on where you are listed

Structure predicted behaviour: a single global policy had to move all at once.

• T. Rowe Price relaxed board diversity only in the Americas, turning a gender, ethnic or nationality requirement into a process test. EMEA kept every number, including 30% for Continental Europe. Asia‑Pacific was tightened: ASX 300 30% retained, a new Hong Kong 25% expectation, a new Japan rule on listed subsidiaries.
• JPMorgan deleted both North American board‑diversity rules while expanding the European ones to cover plans to exceed 30% female representation and a gender pay gap report.

The consequence: the identical governance failing may draw a vote against a director in London or Tokyo and none at all in New York.

Tone, or a different vote?

Disclosures worth knowing about

• Manulife now discloses AI‑assisted voting: Investment professionals utilize AI‑powered tools to assist with voting recommendations and instructions for certain proposals. No equivalent sentence in 2025, no stated scope limit, no human‑in‑the‑loop commitment, no mention of AI in the oversight section. As far as we can see, a first in the market.
• BMO discloses that ISS auto‑executes, without further guidance, the majority of votes — probably true of several managers who do not say so.
• TD deleted its parent‑company abstention. TDAM no longer abstains entirely from voting on matters relating to TD and its affiliated issuers; a managed‑conflict procedure replaces it. TD is one of the largest constituents of its home index, and every TDAM Canadian equity fund holds it.
• Zurich deleted its insurer/investor firewall. No consideration shall be given to an investee company’s potential business relationships to Zurich outside of Group Investment Management has no successor. The document’s own summary of changes says only “Manual voting process”.

More permissive at the top, more varied everywhere else

For that group — plus Fidelity, Invesco and the US books of T. Rowe Price and JPMorgan — 2026 is more permissive. State Street moved first and furthest: 32 pages and about 11,300 words in March 2024, 16 pages and about 6,700 in April 2026. Below that group the picture fragments, and the vendor policy a firm buys now predicts its behaviour better than its own text.

At the top, the thread looks less like ideology than exposure. BlackRock’s January 2026 guidelines carry a new footnote citing the SEC’s Schedule 13G guidance and disclaiming any intent to influence control; Fidelity added an equivalent in March 2025; State Street put the same declaration on its front page and repeated it through a document where it had previously appeared once. Not universal — Vanguard’s passivity statement predates its rewrite, and Invesco and JPMorgan carry no such disclaimer. But a policy that describes preferences is harder to characterise as an attempt to direct a company than one that sets expectations.