It’s proxy season and major companies are facing a wave of shareholder proposals this year focused on environmental issues, social issues—like fair pay and diversity—CEO compensation and shareholder voting rights. Shareholders were vocal this year, too -- Amazon had a whopping 12 resolutions filed. Below, we’ve highlighted some of the proposals filed at companies, from Facebook, Google and Amazon to CVS and Caterpillar. Not every proposal filed for every company is listed, but if you look through the table of contents in the proxy statements that are linked under each company’s name, you’ll find the full list and the page each starts on. If you’re not sure what’s on the ballot for companies you invest in, check their investor relations page for a link to their 2019 proxy statement. All the proposals listed below are sorted by date and topic and are voteable by mailed or emailed ballot, up to the meeting date. First, a key: 🌎Environmental 💰CEO Pay ⚖️Equal Pay 👔👠Board Elections 👥 Human Rights 🗳️Shareholder Voting Rights ⚕️Health 🛡️Privacy/Data 💵🇺🇸 Political Spending May 5/7 American Express 9 a.m. EST New York, NY ⚖️On the ballot: A proposal requesting a report on gender pay equity. Though American Express, the proposal says, has committed to reporting on the compensation of women compared to men on a “statistically adjusted” basis of equal pay (meaning, for instance, comparing a man and a woman who have the same job title in the same department), the company hasn’t committed to produce a global median pay gap report that would take race and ethnicity into account, as well as base pay, bonuses and equity. Why? Including these metrics, the proposal argues, would show whether there are wider gaps when it comes to executive pay, and whether more men hold the company’s most highest ranking and highest paying jobs. As the proposal contends, the report should show, among additional risks, how a median gap may create “reputational, competitive, and operational risks” for American Express, as well as “risks related to recruiting and retaining female talent.” Where else this proposal is filed: Intel, JPMorgan Chase, Amazon, Facebook 5/8 General Electric Company 10 a.m. EST Tarrytown, NY 💰👔👠On the ballot: Whether the company should keep using KPMG LLP, the accounting firm it's used for the past 109 years. The company disclosed this year that the SEC is looking into its finances and that it would be putting $14.5B into insurance reserves over the next seven years. Also: CEO Larry Culp’s compensation, which is 345 times the median GE employee’s pay, and a shareholder proposal to elect an independent chairman to the board. 5/8 Sturm Ruger (gun manufacturer) 9 a.m. EST New London, NH 👔👠On the ballot: The re-election of on Sturm Ruger chairman Michael Jacobi and company director Sandra Froman, who is also a director of the National Rifle Association and was its president from 2005 to 2007. Shareholder activist group Majority Action and members of Interfaith Center on Corporate Responsibility are calling for shareholders to vote “withhold” on Jacobi and Froman’s re-elections. The Ruger shareholders cite double-digit declines in sales and profitability two years in a row, an inadequate report the company produced for shareholders on gun safety in 2018, and Froman’s entrenchment in the NRA as their reasoning. The shareholders also say Froman’s former role as a board member of the Council for National Policy was not disclosed to shareholders. The CNP, the shareholders argue, has “articulated extremist, neo-Confederate, anti-immigrant, and anti-Muslim views.” 5/9 UPS 8 a.m. EST Wilmington, DE 🌎On the ballot: A proposal asking UPS to produce a report on “the feasibility” of linking sustainability metrics into the performance measures and compensation of senior executives. This request comes from the “growing recognition that sustainability strategies can drive growth, and enhance profitability and shareholder value.” 5/9 Ford 8:30 a.m. EST 🗳️On the ballot: A shareholder proposal asking for equal voting rights per share, or one vote per share. The proposal argues that “Ford Family shares have 36-votes per share compared to the tiny one-vote per share for regular shareholders. (Some reports say 16-votes per share.) This dual-class voting stock reduces accountability by allowing corporate control to be retained by insiders disproportionately to their money at risk.” 💵🇺🇸 What else: A request for more disclosure around political spending. This includes “payments to trade associations and other tax-exempt organizations, which may be used for electoral purposes. This would bring our company in line with a growing number of leading companies, including United Technologies and Boeing, which present this information on their websites.” 5/14 3M 8:30 a.m. EST Indianapolis, IN 💰On the ballot: A shareholder proposal asking that the “Compensation Committee of the Board of Directors take into consideration the pay grades and/or salary ranges of all classifications of Company employees when setting target amounts for CEO compensation.” More: The proposal gives two reasons for making this request—saying that “high pay disparities between CEOs and other senior executives may undermine collaboration and teamwork,” as well as how rank-and-file employees do their jobs: “The pay of non-executive employees should also be considered. High CEO compensation can impact the morale and productivity of employees who are not senior executives.” 5/15 XPO Logistics (A shipping and freight provider used in the supply chains of companies including Verizon) 10:00 a.m. EST Rye Brook, NY 👥 On the ballot: A shareholder proposal asking for greater board responsibility for the oversight of workplace sexual harassment “aligning senior executive compensation incentives, reviewing (and if necessary overseeing revision of) company policies, and reporting to shareholders by December 31, 2019 on actions taken.” More: The proposal argues that oversight is essential at XPO “following multiple reports of sexual harassment, as well as gender and pregnancy discrimination—prompting calls for an investigation by 97 U.S. House Representatives. In 2018, at least 12 women at three XPO warehouses filed charges with the Equal Employment Opportunity Commission alleging sexual harassment and discrimination by supervisors, and in certain cases retaliation.” It also refers to an October investigative report published by the New York Times “into a spate of miscarriages at a Memphis warehouse currently operated by XPO.” 5/16 Yum! Brands (owners of Kentucky Fried Chicken, Taco Bell and Pizza Hut) 9 a.m. EST Louisville, Kentucky 🌎On the ballot: Three environmental shareholder proposals requesting that Yum produce how its strategies to “substantially reduce the company’s greenhouse gas emissions and climate change risks associated with the use of fossil fuel-based energy;” a proposal asking Yum! To produce a report on the impact on the Earth’s climate caused by deforestation in Yum’s supply chain;” and a request for Yum to produce a report on its efforts to make its packaging more environmentally friendly including how it plans to phase out “plastic straws, polystyrene beverage and food containers” and its policies for “front of house recycling” in its restaurants. 5/16 Altria (parent company of Phillip Morris, makers of Marlboro cigarettes) 9 a.m. EST Richmond, VA ⚕️On the ballot: “Shareholders request the Board take steps to preserve the health of its tobacco-using customers by making available to them information on the nicotine levels for each of our cigarette brands and begin reducing nicotine levels in our brands to a less addictive level. More: The proposal cites a 2017 FDA proposal to cut nicotine levels in cigarettes. It asks Altria “to be involved in the public debate on the FDA’s proposal and urge it to play a positive role in reducing the addictiveness of cigarettes and other combusted tobacco products.” 5/16 CVS 8 a.m. EST Woonsocket, RI ⚕️💰On the ballot: A shareholder proposal requesting that legal fees and compliance costs “related to drug manufacturing, sales, marketing or distribution” be factored into performance when determining the incentive compensation awards of executives. More: The proposal argues that “these considerations are especially critical at CVS given the potential reputational, legal and regulatory risks CVS faces over its role in the nation’s opioid epidemic.” It goes on to cite hundreds of civil and federal lawsuits that CVS is currently named in over its role in the opioid epidemic. 5/16 Intel ⚖️What's on the ballot: A shareholder proposal asking for a report on the company’s global median pay gap. (See American Express, Amazon, Facebook, JPMorgan Chase) Also: A shareholder proposal requesting an annual advisory note from the company on political spending be included in proxy statements, because “due to risks to shareholder value that may come from political missteps, shareholders should have the opportunity to weigh in on political contributions in the forthcoming year.” 💵🇺🇸More: The proposal says that although Intel’s website and public policies "indicate that environmental protection, immigration reform, and nondiscrimination are priorities,” the company and its PAC made contributions to representative Steve King of Iowa, “despite his repeated public statements which indicate his relationships with white supremacists.” 🌎More: The proposal also states that IPAC ”contributed to at least 51 members of Congress who have been identified as climate change deniers” and “to 6 of the 10 cosponsors of the Protect and Grow American Jobs Act—an act which appears to propose potentially problematic changes to the H-1B visa process.” 5/20 Twitter 12:30 pm PST San Francisco, CA 👥What's on the ballot: A proposal asking Twitter to show how its implemented the “massive shifts” CEO Jack Dorsey said the platform would make to address election interference and “deceptive messaging” in 2018 Senate testimony. The proposal asks Twitter to produce a report “reviewing the efficacy of its enforcement of its terms of service related to content policies and assessing the risks posed by content governance controversies (including election interference, fake news, hate speech and sexual harassment) to the company’s finances, operations, and reputation.”
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From Climate Change to the Pay Gap - Here's What You Can Vote on as a Shareholder This Year