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Investor psychology is relevant to corporate governance because shareholder sentiment, cognitive biases, investment horizons, and engagement practices shape the information and market environment in which boards and managers make strategic decisions. However, the transmission mechanisms between investor behavior and internal governance remain insufficiently integrated. The study aims to explain how investor psychology influences corporate governance through market pricing, financing conditions, shareholder voice, disclosure pressure, and strategic time horizons, and to identify governance mechanisms that can limit the destabilizing effects of behavioral pressure. An integrative conceptual review and thematic synthesis of literature in behavioral finance, corporate finance, corporate governance, and managerial decision-making was applied. Foundational and contemporary sources published between 1974 and 2026 were analyzed. The study also compares two analytical investor profiles, a panic-prone investor and a long-horizon strategic investor, and develops a behaviorally informed governance model. Five groups of behavioral influences were identified: overconfidence, herding, loss aversion, anchoring, and availability, confirmation, and affect heuristics. Their effect on corporate governance is mediated through stock-price signals, volatility, cost and availability of capital, shareholder engagement, and communication expectations. The proposed model integrates investor profiling, behavioral risk indicators, predictable communication, board debiasing procedures, and long-term value orientation. Corporate governance quality depends not on eliminating investor psychology but on preventing temporary sentiment and biased expectations from being mechanically converted into strategic decisions. Future research should empirically validate behavioral indicators, test the model across ownership structures and crisis periods, and examine these mechanisms in emerging markets, including Ukraine.