I 
119TH CONGRESS 
1ST SESSION H. R. 2988 
To amend the Employee Retirement Income Security Act of 1974 to specify 
requirements concerning the consideration of pecuniary and non-pecu-
niary factors, and for other purposes. 
IN THE HOUSE OF REPRESENTATIVES 
APRIL 24, 2025 
Mr. ALLEN introduced the following bill; which was referred to the Committee 
on Education and Workforce 
A BILL 
To amend the Employee Retirement Income Security Act 
of 1974 to specify requirements concerning the consider-
ation of pecuniary and non-pecuniary factors, and for 
other purposes. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
SECTION 1. SHORT TITLE; TABLE OF CONTENTS. 
(a) SHORT TITLE.—This Act may be cited as the 
‘‘Protecting Prudent Investment of Retirement Savings 
Act’’. 
(b) TABLE OF CONTENTS.—The table of contents for 
this Act is as follows: 
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Sec. 1. Short title; table of contents. 
DIVISION A—INCREASE RETIREMENT EARNINGS 
Sec. 1001. Short title. 
Sec. 1002. Limitation on consideration of non-pecuniary factors by fiduciaries. 
DIVISION B—NO DISCRIMINATION IN MY BENEFITS 
Sec. 2001. Short title. 
Sec. 2002. Service provider selection. 
DIVISION C—RETIREMENT PROXY PROTECTION 
Sec. 3001. Short title. 
Sec. 3002. Exercise of shareholder rights. 
DIVISION D—PROVIDING COMPLETE INFORMATION TO 
RETIREMENT INVESTORS 
Sec. 4001. Short title. 
Sec. 4002. Brokerage window disclosures. 
DIVISION A—INCREASE 
RETIREMENT EARNINGS 
SEC. 1001. SHORT TITLE. 
This division may be cited as the ‘‘Increase Retire-
ment Earnings Act’’. 
SEC. 1002. LIMITATION ON CONSIDERATION OF NON-PECU-
NIARY FACTORS BY FIDUCIARIES. 
(a) IN GENERAL.—Section 404(a) of the Employee 
Retirement Income Security Act of 1974 (29 U.S.C. 
1104(a)) is amended by adding at the end the following: 
‘‘(3) INTEREST BASED ON PECUNIARY FACTORS.— 
‘‘(A) IN GENERAL.—For purposes of paragraph 
(1), a fiduciary shall be considered to act solely in 
the interest of the participants and beneficiaries of 
the plan with respect to an investment or investment 
course of action only if the fiduciary’s action with 
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respect to such investment or investment course of 
action is based solely on pecuniary factors (except as 
provided in subparagraph (B)). The fiduciary may 
not subordinate the interests of the participants and 
beneficiaries in their retirement income or financial 
benefits under the plan to other objectives and may 
not sacrifice investment return or take on additional 
investment risk to promote non-pecuniary benefits or 
goals. The weight given to any pecuniary factor by 
a fiduciary shall reflect a prudent assessment of the 
impact of such factor on risk and return. 
‘‘(B) USE
OF
NON-PECUNIARY
FACTORS
FOR 
INVESTMENT
ALTERNATIVES.—Notwithstanding 
paragraph (A), if a fiduciary is unable to distinguish 
between or among investment alternatives or invest-
ment courses of action on the basis of pecuniary fac-
tors alone, the fiduciary may use non-pecuniary fac-
tors as the deciding factor if the fiduciary docu-
ments— 
‘‘(i) why pecuniary factors were not suffi-
cient to select a plan investment or investment 
course of action; 
‘‘(ii) how the selected investment compares 
to the alternative investments with regard to 
the composition of the portfolio with regard to 
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diversification, the liquidity and current return 
of the portfolio relative to the anticipated cash 
flow requirements of the plan, and the projected 
return of the portfolio relative to the funding 
objectives of the plan; and 
‘‘(iii) how the selected non-pecuniary factor 
or factors are consistent with the interests of 
the participants and beneficiaries in their re-
tirement income or financial benefits under the 
plan. 
‘‘(C) INVESTMENT ALTERNATIVES FOR PARTICI-
PANT-DIRECTED INDIVIDUAL ACCOUNT PLANS.—In 
selecting or retaining investment options for a pen-
sion plan described in subsection (c)(1)(A), a fidu-
ciary is not prohibited from considering, selecting, or 
retaining an investment option on the basis that 
such investment option promotes, seeks, or supports 
one or more non-pecuniary benefits or goals, if— 
‘‘(i) the fiduciary satisfies the requirements 
of paragraph (1) and subparagraphs (A) and 
(B) of this paragraph in selecting or retaining 
any such investment option; and 
‘‘(ii) such investment option is not added 
or retained as, or included as a component of, 
a default investment under subsection (c)(5) (or 
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DIVISION C—RETIREMENT 
PROXY PROTECTION 
SEC. 3001. SHORT TITLE. 
This division may be cited as the ‘‘Retirement Proxy 
Protection Act’’. 
SEC. 3002. EXERCISE OF SHAREHOLDER RIGHTS. 
(a) IN GENERAL.—Section 404 of the Employee Re-
tirement Income Security Act of 1974 (29 U.S.C. 1104) 
is amended by adding at the end the following new sub-
section: 
‘‘(f) EXERCISE OF SHAREHOLDER RIGHTS.— 
‘‘(1) AUTHORITY TO EXERCISE SHAREHOLDER 
RIGHTS.— 
‘‘(A) IN GENERAL.—The fiduciary duty to 
manage plan assets that are shares of stock in-
cludes the management of shareholder rights 
appurtenant to those shares, including the right 
to vote proxies. When deciding whether to exer-
cise a shareholder right and in exercising such 
right, including the voting of proxies, a fidu-
ciary must act prudently and solely in the inter-
ests of participants and beneficiaries and for 
the exclusive purpose of providing benefits to 
participants and beneficiaries and defraying the 
reasonable expenses of administering the plan. 
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The fiduciary duty to manage shareholder 
rights appurtenant to shares of stock does not 
require the voting of every proxy or the exercise 
of every shareholder right. 
‘‘(B) EXCEPTION.—This subsection shall 
not apply to voting, tender, and similar rights 
with respect to qualifying employer securities or 
securities held in an investment arrangement 
that is not a designated investment alternative 
in the event such rights are passed through 
pursuant to the terms of an individual account 
plan to participants and beneficiaries with ac-
counts holding such securities. 
‘‘(2) REQUIREMENTS FOR EXERCISE OF SHARE-
HOLDER
RIGHTS.—A 
fiduciary, 
when 
deciding 
whether to exercise a shareholder right and when ex-
ercising a shareholder right— 
‘‘(A) shall— 
‘‘(i) act solely in accordance with the 
economic interest of the plan and its par-
ticipants and beneficiaries; 
‘‘(ii) consider any costs involved; 
‘‘(iii) evaluate material facts that 
form the basis for any particular proxy 
vote or exercise of shareholder rights; and 
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‘‘(iv) maintain a record of any proxy 
vote, proxy voting activity, or other exer-
cise of a shareholder right, including any 
attempt to influence management; and 
‘‘(B) shall not subordinate the interests of 
participants and beneficiaries in their retire-
ment income or financial benefits under the 
plan to any non-pecuniary objective, or promote 
non-pecuniary benefits or goals unrelated to 
those financial interests of the plan’s partici-
pants and beneficiaries. 
‘‘(3) MONITORING.—A fiduciary shall exercise 
prudence and diligence in the selection and moni-
toring of a person, if any, selected to advise or oth-
erwise assist with the exercise of shareholder rights, 
including by providing research and analysis, rec-
ommendations on exercise of proxy voting or other 
shareholder rights, administrative services with re-
spect to voting proxies, and recordkeeping and re-
porting services. 
‘‘(4) INVESTMENT MANAGERS AND PROXY ADVI-
SORY FIRMS.—Where the authority to vote proxies 
or exercise other shareholder rights has been dele-
gated to an investment manager pursuant to section 
403(a), or a proxy voting advisory firm or other per-
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son who performs advisory services as to the voting 
of proxies or the exercise of other shareholder rights, 
a responsible plan fiduciary shall prudently monitor 
the proxy voting activities of such investment man-
ager or advisory firm and determine whether such 
activities are in compliance with paragraphs (1) and 
(2). 
‘‘(5) VOTING POLICIES.— 
‘‘(A) IN GENERAL.—In deciding whether to 
vote a proxy pursuant to this subsection, the 
plan fiduciary may adopt a proxy voting policy, 
including a safe harbor proxy voting policy de-
scribed in subparagraph (B), providing that the 
authority to vote a proxy shall be exercised pur-
suant to specific parameters designed to serve 
the economic interest of the plan. 
‘‘(B) SAFE
HARBOR
VOTING
POLICY.— 
With respect to a decision not to vote a proxy, 
a fiduciary shall satisfy the fiduciary respon-
sibilities under this subsection if such fiduciary 
adopts and is following a safe harbor proxy vot-
ing policy that— 
‘‘(i) limits voting resources to par-
ticular types of proposals that the fiduciary 
has prudently determined are substantially 
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related to the business activities of the 
issuer or are expected to have a material 
effect on the value of the plan investment; 
or 
‘‘(ii) establishes that the fiduciary will 
refrain from voting on proposals or par-
ticular types of proposals when the assets 
of a plan invested in the issuer relative to 
the total assets of such plan are below 5 
percent (or, in the event such assets are 
under management, when the assets under 
management invested in the issuer are 
below 5 percent of the total assets under 
management). 
‘‘(C) EXCEPTION.—No proxy voting policy 
adopted pursuant to this paragraph shall pre-
clude a fiduciary from submitting a proxy vote 
when the fiduciary determines that the matter 
being voted on is expected to have a material 
economic effect on the investment performance 
of a plan’s portfolio (or the investment perform-
ance of assets under management in the case of 
an investment manager); provided, however, 
that in all cases compliance with a safe harbor 
voting policy shall be presumed to satisfy fidu-
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ciary responsibilities with respect to decisions 
not to vote. 
‘‘(6) REVIEW.—A fiduciary shall periodically re-
view any policy adopted under this subsection.’’. 
(b) EFFECTIVE DATE.—The amendments made by 
subsection (a) shall apply to an exercise of shareholder 
rights occurring on or after January 1, 2026. 
DIVISION D—PROVIDING COM-
PLETE INFORMATION TO RE-
TIREMENT INVESTORS 
SEC. 4001. SHORT TITLE. 
This division may be cited as the ‘‘Providing Com-
plete Information to Retirement Investors Act’’. 
SEC. 4002. BROKERAGE WINDOW DISCLOSURES. 
(a) IN GENERAL.—Section 404(c) of the Employee 
Retirement Income Security Act of 1974 (29 U.S.C. 
1104(c)) is amended by adding at the end the following 
new paragraph: 
‘‘(7) NOTICE REQUIREMENTS FOR BROKERAGE 
WINDOWS.— 
‘‘(A) IN GENERAL.—In the case of a pen-
sion plan which provides for individual accounts 
and which provides a participant or beneficiary 
the opportunity to choose from designated in-
vestment alternatives, a participant or bene-
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ficiary shall not be treated as exercising control 
over assets in the account of the participant or 
beneficiary unless, with respect to any invest-
ment arrangement that is not a designated in-
vestment alternative, each time before such a 
participant or beneficiary directs an investment 
into, out of, or within such investment arrange-
ment, such participant is notified of, and ac-
knowledges, each element of the notice de-
scribed under paragraph (B). 
‘‘(B) NOTICE.—The notice described under 
this paragraph is a four part information that 
is substantially similar to the following informa-
tion: 
‘‘1. Your retirement plan offers designated investment alternatives prudently 
selected and monitored by fiduciaries for the purpose of enabling you to con-
struct an appropriate retirement savings portfolio. In selecting and moni-
toring designated investment alternatives, your plan’s fiduciary considers the 
risk of loss and the opportunity for gain (or other return) compared with 
reasonably available investment alternatives. 
2. The investments available through this investment arrangement are not des-
ignated investment alternatives, and have not been prudently selected and 
are not monitored by a plan fiduciary. 
3. Depending on the investments you select through this investment arrange-
ment, you may experience diminished returns, higher fees, and higher risk 
than if you select from the plan’s designated investment alternatives. 
4. The following is a hypothetical illustration of the impact of return at 4 per-
cent, 6 percent, and 8 percent on your account balance projected to age 67. 
‘‘(C) 
ILLUSTRATION.—The 
notice 
de-
scribed under paragraph (B) shall also include 
a graph displaying the projected retirement bal-
ances of such participant or beneficiary at age 
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67 if the account of such individual were to 
achieve an annual return equal to each of the 
following: 
‘‘(i) 4 percent. 
‘‘(ii) 6 percent. 
‘‘(iii) 8 percent.’’. 
(b) DESIGNATED INVESTMENT ALTERNATIVE DE-
FINED.—Section 3 of such Act (29 U.S.C. 1002) is 
amended by adding at the end the following new para-
graph: 
‘‘(46) 
DESIGNATED
INVESTMENT
ALTER-
NATIVE.— 
‘‘(A) IN GENERAL.—The term ‘designated 
investment alternative’ means any investment 
alternative designated by a responsible fiduciary 
of an individual account plan described in sub-
section 404(c) into which participants and bene-
ficiaries may direct the investment of assets 
held in, or contributed to, their individual ac-
counts. 
‘‘(B) EXCEPTION.—The term ‘designated 
investment alternative’ does not include broker-
age windows, self-directed brokerage accounts, 
or similar plan arrangements that enable par-
ticipants and beneficiaries to select investments 
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beyond those designated by a responsible plan 
fiduciary.’’. 
(c) EFFECTIVE DATE.—The amendment made by 
subsection (a) shall take effect on January 1, 2027. 
Æ 
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