How Reelection Pressure Shapes Directors' Commitment to Stakeholders: Evidence From Majority Voting Legislation

ABSTRACT Research Question/Issue Director reelection pressure strengthens directors' accountability to shareholders, yet its implications for stakeholder‐oriented engagement, such as corporate sustainability, remain theoretically ambiguous and empirically underexplored. This study examines how heightened director reelection pressure reshapes firms' sustainability policies and the tension between shareholder and stakeholder interests. Research Findings/Insights We exploit the enactment of majority voting (MV) legislation across US states as an exogenous shock to directors' reelection pressure and implement a difference‐in‐differences (DiD) design using a sample of US firms from 2003 to 2019. Firms headquartered in states that adopt MV legislation experience a decline in overall environmental and social (E&S) performance. Importantly, this decline is selective and is concentrated in less value‐relevant E&S activities, while shareholder‐value‐relevant sustainability dimensions are largely preserved. Together with cross‐sectional evidence showing that the effects are stronger when shareholders are less sustainability‐oriented and have shorter investment horizons, this pattern is consistent with stronger alignment with shareholder preferences. Additional tests support a director‐driven transmission channel and indicate that the resulting E&S reduction is disciplined. Overall, stronger shareholder accountability induces a selective retrenchment in sustainability strategy. Theoretical/Academic Implications This study advances research on board accountability and stakeholder governance by showing that heightened electoral discipline intensifies the shareholder–stakeholder tension. We show that director‐election rules matter for sustainability outcomes by shaping how boards prioritize across sustainability policies. More broadly, we contribute to the governance literature by demonstrating that board incentives, rather than board composition alone, are central to how boards influence corporate policies. Practitioner/Policy Implications Governance reforms that strengthen shareholder voice may inadvertently constrain stakeholder‐oriented initiatives. Policymakers and practitioners seeking to promote broader stakeholder engagement may therefore need complementary mechanisms that integrate stakeholder interests into board oversight rather than relying solely on shareholder‐centric electoral reforms.