H.R. 3357 — Enhancing Multi-Class Share Disclosures Act

This section directs the Securities and Exchange Commission (SEC) to require, by rule, each issuer with a multi-class share structure (i.e., a capitalization structure containing two or more types of securities with differing voting rights in director elections) to disclose specified information in proxy or consent solicitation materials for annual shareholder meetings, or in other filings as the SEC determines appropriate. The required disclosure, for each director, director nominee, named executive officer, or beneficial owner of securities representing 5% or more of the total combined voting power entitled to vote in director elections, includes (1) the number of shares of all classes entitled to vote in director elections that such person beneficially owns, expressed as a percentage of the issuer's total outstanding voting securities; and (2) the voting power held by such person, expressed as a percentage of the issuer's total combined voting power. (Thus, the provision promotes transparency of voting control in issuers with disparate voting shares, such as those with supervoting stock.)