This week in AGMs
This past and upcoming week in shareholder meetings - what happened, what to expect
A quick programming note: for the remainder of proxy season, you’ll notice a slightly less comprehensive approach to the TWAGM series. I’ll focus primarily on shareholder proposals and failed (or very low) director election and Say-on-Pay proposal support. As always, thanks for subscribing.
If you missed it, catch last week's TWAGM here
This past week:
Shareholder proposals at…
A.O. Smith AOS 0.00%↑ - report on our hiring practices with respect to formerly incarcerated people: 6.8% (dual class co.)
Dow Inc. DOW 0.00%↑
Shareholder Right to Act by Written Consent: 43%
Single-Use Plastics Report: 26.3% (~4% less support than last AGM’s plastics SHP)
IQVIA IQV 0.00%↑ - Political spending: 13.1%
Regions Financial RF 0.00%↑ - Report on Risks of Politicized De-Banking (anti-ESG proponent): 1.6%
Biglari Holdings Inc. BH 0.00%↑ - Standards to address and improve animal welfare in Steak ‘n Shake’s supply chain: 1.3% (or 9.8% discounting inside Class A ownership)
Sunoco Products SON 0.00%↑ - Political spending: 34.3%
Proponent noted the following in their solicitation
We first reached out to the Company on this topic in January 2023, and it refused to engage. We then filed our Proposal in November 2023, though it again refused. And despite SEC Rule 14a-8(m) requiring companies to provide shareholder proponents with their intended opposition statements at least 30 days prior to publishing their proxy statements, Biglari Holdings did not provide us with one until March 18, just one day prior publication (and that was only after several emails to the company).
Humana HUM 0.00%↑ - Majority vote: PASSES, 51.3%
Carrier Global CARR 0.00%↑ - Lobbying transparency: 23% (or 25% discounting inside ownership)
Northern Trust NTRS 0.00%↑ - Ascertain Client Voting Preferences: 5.9%
Moody`s MCO 0.00%↑ - Special meeting (15% threshold): 37.6% (competing management proposal of 25% received 97.3%)
Adobe ADBE 0.00%↑ - report on our hiring practices with respect to formerly incarcerated people: 13.9%
Low director election support at…
A.O. Smith
Victoria M. Holt: FAILED, 44.7%
Dr. Ilham Kadri: FAILED, 33.2%
Liberty Energy Inc. LBRT 0.00%↑
Per the 8-K, the LBRT board ignored investor wishes and maintained director Ken Babcock after his FAILED vote (48.4%)
Low compensation-related items at…
United States Steel X 0.00%↑ - advisory Say-on-Pay related to merger agreement with Nippon Steel: FAILED, 49.5%
Carrier Global - Say-on-Pay: 58% (54.8% discounting inside ownership)
Interesting filings this past week…
Be sure to also check out the Norges Bank filing at Kinder Morgan KMI 0.00%↑ HERE
Thanks again for subscribing and have a great week.
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**Disclaimer**
The information provided in this blog/email is gathered using strictly public resources and is for general informational purposes only. Proposal percentages leverage a FOR/AGAINST—or FOR/WITHHOLD—calculation unless otherwise noted. While I strive to ensure the accuracy and reliability of the content, I make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability, or availability with respect to the blog or the information, products, services, or related graphics contained on the blog for any purpose. Any reliance you place on such information is therefore strictly at your own risk. All posts and opinions expressed on this blog are solely my own and do not reflect the opinions or views of my employer. The content shared here is a representation of my personal thoughts and insights on various topics, and should not be considered as professional advice or the official stance of any organization. Please use your discretion and consult with relevant experts before making any decisions based on the information provided on this blog/in this email.