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Commentary By James R. Copland

Proxy Monitor 2020: Voting Results are In: Exxon Mobil, Facebook, Comcast, and More

Governance Corporate Governance, Shareholder Capitalism, Proxy Monitor

 

Editor’s note: Data on shareholder votes for America's 250 largest public companies during the 2020 proxy season can be found on the publicly available (and fully sortable) Proxy Monitor database.

Analysis by James R. Copland:

Early June Shareholder Voting Results

Through June 5, 154 of America’s 250 largest publicly traded companies, tracked in the Manhattan Institute’s Proxy Monitor database, had filed voting results from this year’s “virtual” annual meetings in the 2020 proxy season. Only seven companies reported proxy voting results in the last week. Five of these faced a total of 20 shareholder proposals—led by Facebook with eight, ExxonMobil with six, Comcast with three, and Lowe’s with two. All but one came to a vote. (A proposal at Comcast to split the chairman and CEO roles, sponsored by corporate gadfly John Chevedden, was not presented at the meeting; thus, no vote was reported.) None of the proposals received majority shareholder support—or even 40% shareholder support.

To date in 2020, the average shareholder proposal coming to a vote has received 28.3% support from shareholders—only up a tiny fraction from 2019, when the average proposal coming to a vote garnered 28.2% support. Among major categories of proposal, average shareholder vote has varied year over year as follows:

  • Splitting chairman and CEO: Average support has increased year over year, from 29% in 2019 to 35% in 2020
  • Shareholder special meeting rights: Average support has decreased year over year, from 44% in 2019 to 40% in 2020
  • Shareholder action by written consent: Average support has decreased year over year, from 38% in 2019 to 32% in 2020
  • Environmental issues: Average support has increased year over year, from 23% in 2019 to 28% in 2020
  • Gender- and race-equity issues: Average support has decreased year over year, from 25% in 2019 to 13% in 2020
  • Corporate political spending and lobbying disclosure: Average support has decreased year over year, from 35% in 2019 to 31% in 2020

As always, year-to-year comparisons can be affected by many factors—including selection bias, as sponsors are strategic in company selection and companies are strategic in negotiating, when possible, with proposal sponsors. Moreover, the precise type of proposal may vary from year to year within broad categories.

Also, the fact that some companies have not yet met in 2020 may bias results. For example, 26% of 2020 shareholder proposals on environmental concerns have not yet come to a vote. The majority of these are at retail companies. And shareholders may be likely to perceive the case for board reports on environmental concerns at these companies to more attenuated, relative to share value, than similar reports at oil and gas companies that have already held annual meetings. Thus, gaps in shareholder support may narrow or reverse once all meeting results have been reported.

Overall, however, it’s hard to detect much if any year-over-year shift generally toward socially oriented shareholder proposals, including the environment-related and race- or gender-related concerns that have dominated social-investing public messaging, politically controlled public-employee pension activism, and the public statements of some institutional asset managers.

Exxon Mobil Corporation (XOM)


5/27/20 Annual Meeting
Abstentions are not included

Voting Results:
Item 4 – Independent Board Chair (Olga Monks Pertzoff Trust) – 32.70% Voting in Favor
Item 5 – Reduce Special Meetings Ownership Req. to 10% (K. Steiner) – 26.80% Voting in Favor
Item 6 - Report on Voluntary Environmental Expenditures (Steven Milloy) – 4.10% Voting in Favor
Item 7 - Report on Risks of Petrochemical Investments (Park Foundation) – 24.50% Voting in Favor
Item 8 - Report on Political Spending (Unitarian Universalist Assoc.) – 30.90% Voting in Favor
Item 9 - Report on Lobbying (United Steelworkers) – 37.50% Voting in Favor

Facebook, Inc. (FB)


5/27/20 Annual Meeting
Abstentions are not included

Voting Results:
Item 4 – Give Each Share An Equal Vote (NorthStar Asset Mgmt.) – 27.14% Voting in Favor
Item 5 – Independent Board Chair (NYC Pension Funds & co-filers) – 19.51% Voting in Favor
item 6 - Majority Vote Standard for Director Elections (Undisclosed proponent) – 25.39% Voting in Favor
Item 7 - Report on Political Advertising Controversy (Undisclosed proponent) – 12.73% Voting in Favor
Item 8 – Nominate Human/Civil Rights Expert as Director (Undisclosed proponent) – 3.71% Voting in Favor
Item 9 - Report on Civil and Human Rights Risks (Undisclosed proponent) – 7.17% Voting in Favor
Item 10 - Report on Child Sexual Exploitation Online (Proxy Impact) – 12.65% Voting in Favor
Item 11 - Report on Global Median Gender/Racial Pay Gap (Undisclosed proponent) – 8.61% Voting in Favor

The Southern Company (SO)


5/27/20 Annual Meeting
Abstentions are not included

Voting Results:
Item 4 - Independent Board Chair (NYC Pension Funds) – 22.33% Voting in Favor
Item 5 - Report on Lobbying (Joyce Lanning) – 28.19% Voting in Favor

Lowe's Companies, Inc. (LOW)


5/29/20 Annual Meeting
Abstentions are not included

Voting Results:
Item 6 – Reduce Special Meetings Ownership Req. to 10% (J. Chevedden)- 33.41% Voting in Favor

Comcast Corporation (CMCSA)


6/3/20 Annual Meeting
Abstentions are not included

Voting Results:
Item 6 – Report on Lobbying (Friends Fiduciary Corporation) – 26.39% Voting in Favor
Item 7 - Independent Board Chair (J. Chevedden) – not presented, no vote reported
Item 8 - Report on Company’s Failures to Prevent Workplace Sexual Harassment (Arjuna Capital) – 13.11% Voting in Favor