This bill proposes to amend the Securities Exchange Act of 1934, mandating new disclosure requirements for institutional investment managers (IIMs) that utilize proxy advisory firms. These IIMs would be required to file an annual report with the Securities and Exchange Commission (SEC), detailing their proxy voting activities and engagement with advisory firms. The annual report must include an explanation of how the IIM voted on each shareholder proposal and the percentage of votes cast consistent with recommendations from each retained proxy advisory firm. It also requires a detailed explanation of how proxy advisory firm recommendations were considered, the degree of their use, and how voting decisions were reconciled with the IIM's fiduciary duty to act in the best economic interest of shareholders. Furthermore, IIMs with at least $100 billion in assets under management would face additional obligations. They must clarify to customers that voting on every proposal is not mandatory and perform an economic analysis for certain shareholder votes to ensure alignment with shareholders' best economic interests, including this analysis in their annual report.