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Proxy Monitor 2019: Voting Results for Amex, Home Depot, and More

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Proxy Monitor 2019: Voting Results for Amex, Home Depot, and More

June 21, 2019
Legal ReformCorporate Governance

Editor’s note: Data on shareholder votes for America's 250 largest public companies during the 2019 proxy season are available on the publicly available (and fully sortable) Proxy Monitor database.

Voting analysis by James R. Copland:

Among shareholder meetings held in the second week of May, most proposals were again sponsored by the self-styled “Chevedden Group”: John Chevedden, Kenneth Steiner, and the husband-wife team of Jim McRitchie and Myra K. Young. These three family shareholder groups—often called “corporate gadflies”—have sponsored 39% of shareholder proposals this proxy season. Each typically files common proposals across a broad range of companies. One of the coordinating investors typically hold a small stake in the targeted company—a strategy enabled by the low $2,000 ownership threshold required by the Securities and Exchange Commission to place a shareholder proposal on the proxy ballot.

The Chevedden Group focuses its proposals on corporate-governance issues, some of which do tend to get broad shareholder support. In this group of company voting results, a Steiner-sponsored proposal to eliminate super-majority voting requirements for shareholders at Dean Foods received support from almost 77% of shareholders; a Chevedden-sponsored proposal to lower the percentage of shareholders required to call a special meeting at Occidental Petroleum received support from almost 60% of shareholders. Aside from Young’s proposal to adjust American Express’s performance metrics to exclude share repurchases, all the Chevedden Group proposals in the second week of May received at least some significant shareholder support—in part because proxy advisory firms like Institutional Shareholder Services (ISS) are generally supportive of the ideas being advanced.

In contrast, the environmental and social side of ESG continues to lag in shareholder support. In this cycle of annual meetings, social-investing funds and policy groups advanced shareholder proposals relating to corporate lobbying, gender pay equity, plastic pollution, sustainability, and company use of corporate tax savings. Among those proposals coming to a vote, 73% or more of shareholders opposed each one.

To see the all vote results from the 2019 proxy season and learn more, visit Proxy Monitor.

Eli Lilly and Company (LLY)


5/6/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 2 - Say on Pay (Management proposal) – 97.77% Voting in Favor
  • Item 6 – Report on Lobbying (National Center for Public Policy Research) – 26.48% Voting in Favor


Aflac Incorporated (AFL)


5/6/19 Annual Meeting Abstentions are not included

Voting Results:

  • Item 2 - Say on Pay (Management proposal) – 96.03% Voting in Favor


American Express Co. (AXP)


5/7/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 96.48% Voting in Favor
  • Item 4 - Right to Act by Written Consent (Kenneth Steiner) – 36.37% Voting in Favor
  • Item 5 - Adjust Performance Metrics to Exclude Share Repurchases (Myra Young) –3.20% Voting in Favor
  • Item 6 - Report on Gender Pay Equity (Arjuna Capital) – 26.48% Voting in Favor


Baxter International Inc. (BAX)


5/7/19 Annual Meeting
Abstentions are included

Voting Results:

  • Item 2 - Say on Pay (Management proposal) – 93.66% Voting in Favor
  • Item 4 – Independent Board Chairman (Kenneth Steiner) – 29.05% Voting in Favor
  • Item 5 - Right to Act by Written Consent (John Chevedden) – 37.06% Voting in Favor


Office Depot, Inc. (ODP)


5/7/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 4 - Say on Pay (Management proposal) – 87.26% Voting in Favor


Dominion Energy, Inc. (D)


5/7/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 91.41% Voting in Favor
  • Item 5 – Independent Board Chair (Undisclosed proponent) – 39.71% Voting in Favor


Phillips 66 (PSX)


5/8/19 Annual Meeting
Abstentions are included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 91.47% Voting in Favor
  • Item 4 – Say on Freq – Rec. Annual (Management proposal) – 96.94% Voting in Favor
  • Item 5 – Report on Plastic Pollution (As You Sow) – No Vote Reported


Murphy Oil Corporation (MUR)


5/8/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 2 - Say on Pay (Management proposal) – 98.54% Voting in Favor


HollyFrontier Corporation (HFC)


5/8/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 2 - Say on Pay (Management proposal) – 92.58% Voting in Favor


Kinder Morgan, Inc. (KMI)


5/8/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 72.17% Voting in Favor


General Electric Company (GE)


5/8/19 Annual Meeting
Abstentions are not included

Voting Results:
Item 2 - Say on Pay (Management proposal) – 70.40% Voting in Favor
Item 5 - Independent Board Chair (Kenneth Steiner) – 28.43% Voting in Favor
Item 6 - Cumulative Voting (Martin Harangozo) – 6.56% Voting in Favor


Dean Foods Company (DF)


5/8/19 Annual Meeting
Abstentions are included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 92.02% Voting in Favor
  • Item 4 - Simple Majority Vote (Kenneth Steiner) - 78.68% Voting in Favor


Gilead Sciences, Inc. (GILD)


5/8/19 Annual Meeting
Abstentions are included

Voting Results:

  • Item 4 - Say on Pay (Management proposal) – 91.70% Voting in Favor
  • Item 5 – Independent Board Chair (John Chevedden ) – 28.57% Voting in Favor
  • Item 6 - Report on Corporate Tax Savings Allocation Plan (Trillium Asset Mgmt.) – 2.20% Voting in Favor


Arrow Electronics, Inc. (ARW)


5/9/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 90.82% Voting in Favor


Penske Automotive Group, Inc. (PAG)


5/9/19 Annual Meeting
Abstentions are included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 99.01% Voting in Favor


United Parcel Service, Inc. (UPS)


5/9/19 Annual Meeting
Abstentions are included

Voting Results:

  • Item 3 – Report on Lobbying (Walden Asset Mgmt.) – 20.01% Voting in Favor
  • Item 4 - Give Each Share an Equal Vote (John Chevedden) – 28.01% Voting in Favor
  • Item 5 - Report Assessing the Integration of Sustainability Metrics into Exec Comp (Zevin Asset Mgmt.) – 15.06% Voting in Favor


Sempra Energy (SRE)


5/9/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 95.62% Voting in Favor
  • Item 5 - Independent Board Chairman (John Chevedden) – 42.76% Voting in Favor


Occidental Petroleum Corporation (OXY)


5/10/19 Annual Meeting
Abstentions are included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 88.05% Voting in Favor
  • Item 4 - Special Meetings -Reduce Required Ownership to 15% (John Chevedden) – 59.84% Voting in Favor


ManpowerGroup Inc. (MAN)


5/10/19 Annual Meeting
Abstentions are not included

Voting Results:

  • Item 3 - Say on Pay (Management proposal) – 94.55% Voting in Favor

Photo by NicoElNino/iStock

CONTACT

Media:

For interviews, please contact interview@manhattan-institute.org

Policy & Research:

James R. Copland
Senior Fellow & Director, Legal Policy
jcopland@manhattan-institute.org

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