Climate Change, Fair Pay and the Opioid Crisis - Here's What Shareholders Can Vote on This Year

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It's proxy season (or the time of year when shareholders vote on issues affecting the companies they invest in) and dozens of major companies are facing a wave of 2019 shareholder proposals focused on environmental, health and social issues. These include global warming, guns, the opioid epidemic, fair pay and workplace sexual harassment. CEO compensation, a growing hot-button topic, shareholder voting rights, and publicly disclosing political donations are also consistent ballot items. (Intel faces a resolution highlighting its donations to representative Steve King of Iowa, who has a history of making racist and anti-Semitic comments.) Below, we’ve highlighted some of the proposals filed everywhere from Facebook, Google and Amazon to ExxonMobil, CVS and Home Depot. Not every proposal filed for every company is listed (Amazon has a whopping 12), 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 of proposals included and the page each starts on. If you’re not sure what’s on the ballot for any company, check their investor relations pages for a link to their 2019 proxy statement. All the proposals listed below are by date and topic and are voteable by mailed or emailed ballot. Check out our guide on how to vote here. First, a key: 🌎Environmental 💰CEO Pay ⚖️Equal Pay 👔👠Board Elections 🔫 Guns 👥 Human Rights and Sexual Harassment 🗳️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 is the median pay gap important? 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 and Google. 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 $14.5 billion 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 proposal to elect an independent chairman to the board. 5/8 Sturm Ruger (a 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. More: Shareholder activist groups 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. They also say Froman’s former role as a board member of the Council for National Policy, which has “articulated extremist, neo-Confederate, anti-immigrant, and anti-Muslim views,” was not disclosed to shareholders. 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 proposal asking for equal voting rights per share, or one vote per share: "The 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 about 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 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 says huge gaps between how much CEOs and senior executives are paid compared to rest of rank-and-file employees' salaries hurts company culture and "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 the board for more oversight of workplace sexual harassment and “aligning senior executive compensation incentives" with meeting company policies. More: The proposal says harassment at XPO has become a reputational risk, citing "multiple reports of sexual harassment, as well as gender and pregnancy discrimination—prompting calls for an investigation by 97 U.S. House Representatives." The proposal says in 2018, 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 on the "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 a report to show 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 and other brands of cigarettes) 9 a.m. EST Richmond, VA ⚕️On the ballot: A proposal to disclose nicotine levels for the company's cigarette brands to customers "and begin reducing nicotine levels in our brands to a less addictive level." More: The proposal cites a 2017 FDA resolution to cut nicotine levels in cigarettes. It asks Altria “to be involved in the public debate on the FDA’s proposal and ... 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 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 says "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 crisis. 5/16 Intel ⚖️ On the ballot: A proposal asking for a report on the company’s global median pay gap. (See also: American Express, JPMorgan Chase, Amazon, Facebook, Google) Also: A 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 Intel's PAC ”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 👥 On the ballot: A proposal asking Twitter to show how it implemented the “massive shifts” that CEO Jack Dorsey said, in his 2018 Senate testimony, the company would make to address election interference and “deceptive messaging.” 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.” 5/21 JPMorgan Chase 10:00 a.m. CST Chicago, IL ⚖️ On the ballot: A proposal asking for a report on the company’s global median pay gap. (See also: American Express, Intel, Amazon, Facebook.) 5/22 Amazon.com 9:00 a.m. – 10:00 a.m. PST Seattle, WA 👥 On the ballot: Amazon faces 12 proposals this year, ranging from the company’s effects on global warming (filed by employees) to its gender pay gaps to its products. Two proposals were filed in regard to Amazon’s controversial facial recognition software Rekogntion, which it has sold to law enforcement and pitched to Immigration and Customs Enforcement (ICE). The ACLU, as well as hundreds of Amazon employees have publicly challenged the company over the technology, arguing that it carries too much risk for misidentifying people and violating civil liberties. More on Rekognition: One proposal asks that Amazon’s board ban the sales of facial recognition technology to government agencies until it can independently determine whether it poses civil and human rights risks. Another proposal asks Amazon to produce an independent report for shareholders on how the technology may disproportionately misidentify people of color and immigrants and the financial risks those human rights issues may pose. 🌎 Climate change: “Shareholders request that Amazon’s Board of Directors prepare a public report as soon as practicable describing how Amazon is planning for disruptions posed by climate change, and how Amazon is reducing its company-wide dependence on fossil fuels.” 👥 Offensive products: A proposal asks Amazon to “report on its efforts to address hate speech and the sale of offensive products throughout its businesses,” and refers to its continued sales of flags and merchandise with symbols favored by white nationalists. ⚖️ Gender pay gap and sexual harassment proposals: One proposal asks for a report on Amazon’s global median pay gap. (See also: American Express, Intel, JPMorgan Chase, Facebook and Google.) Another asks Amazon to produce a report on its sexual harassment policies and whether they need to be re-defined following allegations filed against the head of Amazon Studios in 2015 that weren’t addressed publicly by the company until 2017. 💰🌎👔👠 Executive pay: Shareholders ask that the board produce a report on the “feasibility” of incorporating “sustainability metrics, including metrics regarding diversity among senior executives, into performance measures or vesting conditions arrangements.” 5/23 Home Depot 9 a.m. EST Atlanta, GA 👥 On the ballot: A proposal asking the company’s board to produce an annual report “summarizing the extent of known usage of prison labor in the company’s supply chain.” The proposal refers to a 2017 lawsuit against a Home Depot third-party supplier that made dock floats using “unpaid, forced punitive labor,” despite the company’s pledge to not use involuntary labor in its sourcing. The proposal asks  that the report “evaluate any risks to finances, operations, and reputation” resulting from prison labor. 5/29 Chevron 8 a.m. PST San Ramon, CA 🌎 On the ballot: : A proposal requesting that Chevron produce a report “on how it can reduce its carbon footprint in alignment with greenhouse gas reductions necessary to achieve the Paris Agreement’s goal of maintaining global warming well below 2 degrees Celsius.” A separate proposal asks the company to create an independent board committee to “evaluate Chevron’s strategic vision and responses to climate change” and “to assess the company’s responses to climate related risks and opportunities, including the potential impacts of climate change on business, strategy, financial planning, and the environment.” 🌎👥 More: There's also a proposal asking the board to report on instances of water contamination and “to identify and address risks related to the human right to water throughout its operations.” 5/29 ExxonMobil 9:30 a.m. CST Dallas, TX On the ballot: 👔👠Board elections: A proposal to break up CEO Darren Woods' dual role as chair and CEO, as well as one to disclose a “board director’s/nominee’s gender and race/ethnicity, as well as skills, experiences and attributes that are most relevant in light of Exxon’s overall business, long-term strategy and risks, presented in a matrix form.” 🌎 Climate change: There are several environmental proposals, including a request for the board to “assess the public health risks of expanding petrochemical operations and investments in areas increasingly prone to climate change-induced storms, flooding, and sea level rise.” Another asks for the formation of an independent committee to address the risks of  “climate change on business, strategy, financial planning, and the environment.” 💵🇺🇸 Political spending: A proposal asking for the board to post a report on Exxon's website disclosing donations used for political lobbying. The shareholders say the company’s lack of disclosure “presents reputational risks when its lobbying contradicts company public positions. For example, Exxon supports the Paris climate agreement, yet was named one of the top three global corporations lobbying against effective climate policy.” 🌎 What’s not on the ballot: A proposal from the New York State Common Retirement Fund, led by New York State Comptroller, Thomas DiNapoli, that Exxon set emissions targets in line with the Paris Agreement. The SEC granted Exxon reprieve, saying the proposal counted as “micromanagement” and could be left off. The New York State Common Retirement Fund, the Church of England and investor group Climate Action 100+, which oversees $32 trillion in assets, say they will vote against the election of all the company’s board members in return. DiNapoli says New York has been trying to work with Exxon on climate change since 2005 to no avail. He called the company’s inaction “a serious failure of corporate governance.” 5/30 Facebook 11 a.m. PST Menlo Park, CA 🗳️On the ballot: A proposal asking that the company adopt a “one share, one vote” model, instead of its existing dual-class model that gives outsized voting power to Facebook’s founders. This includes Chair and CEO Mark Zuckerberg, who controls over 51% of the vote and has veto power over the entire company, though he owns only 13% of the company's value. (Dual-class voting is common with tech and newly public companies, including Google, Snapchat, Pinterest, Lyft and Chewy.) 👔👠Board votes: A separate proposal calls for Zuckerberg to have his roles as chair and CEO broken up, arguing that his occupying both roles limits the board’s "ability to check Mr. Zuckerberg's power” and has led to “Facebook missing, or mishandling, a number of severe controversies, increasing risk exposure and costs to shareholders.” Activist groups have also backed this proposal in a letter to the SEC. 🛡️Privacy/Data: Another proposal, citing the $100 billion the company lost in value following the Cambridge Analytica scandal, requests that Facebook produce a report evaluating its strategies and policies on “content governance.” This report would include how Facebook’s human rights abuses pose threats to democracy and freedom of expression, and would address the reputational, regulatory, and financial risks posed by content governance controversies ⚖️ Gender Pay Gap: See also: American Express, Intel, JPMorgan Chase, Amazon and Google. June 6/5 Walmart 10:30 a.m. CST Rogers, Arkansas 👥💰What’s on the ballot: A proposal requesting that Walmart’s board formally review the company’s sexual harassment policies, align senior executive compensation incentives with meeting them and produce a report for shareholders on the company’s progress by the end of the year. More: The proposal refers to a 2019 New York Times article outlining an instance in which a female employee struggled to bring a suit against the company with complaints of inappropriate touching by her manager. It also mentions documented incidents of harassment against transgender employees. “As the largest corporate employer of women in the U.S.,“ the proposal argues, “Walmart can and should be a leader in establishing policies and protocols that enable women and men to reach their full potential at Walmart while holding wrongdoers accountable.” 6/6 Netflix 3 p.m. PST 💵🇺🇸What’s on the ballot: A request for Netflix to disclose direct or indirect political spending, “including payments to trade associations and other tax-exempt organization, which may be used for electoral spending.” The proposal says this would bring Netflix in line with other tech companies including “salesforce.com, Alphabet and Microsoft, which present this information on their websites.” 6/12 Caterpillar 8 a.m. EST Clayton, NC 👥What’s on the ballot: A request for Caterpillar to produce a report on risks associated with conducting business in conflict-affected areas. The report should look at whether the company needs additional human rights policies put in place to prevent displacing people or using the area’s natural resources without inhabitants’ consent. 6/19 Google 9:00 a.m. PST Sunnyvale, CA 🗳️What’s on the ballot: A proposal asking the company to end dual-class voting on outstanding stock and use a one vote per share model. (See Facebook and Ford.) “Mr. Page and Mr. Brin currently control over 51% of our company’s total voting power, while owning less than 13% of stock,” the proposal says. “This raises concerns that the interests of public shareholders may be subordinated to those of our co-founders.” 👥 What else? A proposal asks the company to create an independent committee to “assess the potential societal consequences of the Company’s products and services, and should offer guidance on strategic decisions.” It refers, among other things, to Google’s unintended influence on the spreading of fake news and extremism. 👥 Sexual harassment: Another proposal asks Google “to review its policies related to sexual harassment to assess whether the company needs to adopt and implement additional policies and to report its findings.” It refers to a company-wide employee protest last November in response to a New York Times article that Google executives had been quietly dismissed with million-dollar exit packages. 👥💰Clawback policies: An additional proposal asks Google to adopt a clawback policy that would recover or cancel the incentive pay of executives when “there has been misconduct resulting in a material violation of law or Alphabet’s policy” and if, among other reasons, “the senior executive committed the misconduct or failed in his or her responsibility to manage or monitor conduct or risks.” 👔👠 An employee representative on the board: This proposal refers to Alphabet’s annual report last year, which cited problems with employee retention and motivation as a risk. it says that adding a representative will bring the perspective of someone who observes the company culture regularly. Adding a rank-and-file employee representative to Google’s board was one of the requests made by the organizers of November’s walk-out, which went unaddressed by Google. ⚖️ Gender pay gap: See also American Express, Intel, JPMorgan Chase, Amazon, and Facebook. 👥 Content governance: A proposal asking Google to produce a report that weighs the risks from “controversies related to election interference, freedom of expression, and the spread of hate speech, to the company’s finances, operations, and reputation.”

It's proxy season (or the time of year when shareholders vote on issues affecting the companies they invest in) and dozens of major companies are facing a wave of 2019 shareholder proposals focused on environmental, health and social issues. These include global warming, guns, the opioid epidemic, fair pay and workplace sexual harassment. CEO compensation, a growing hot-button topic, shareholder voting rights, and publicly disclosing political donations are also consistent ballot items. (Intel faces a resolution highlighting its donations to representative Steve King of Iowa, who has a history of making racist and anti-Semitic comments.) Below, we’ve highlighted some of the proposals filed everywhere from Facebook, Google and Amazon to ExxonMobil, CVS and Home Depot. Not every proposal filed for every company is listed (Amazon has a whopping 12), 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 of proposals included and the page each starts on. If you’re not sure what’s on the ballot for any company, check their investor relations pages for a link to their 2019 proxy statement. All the proposals listed below are by date and topic and are voteable by mailed or emailed ballot. Check out our guide on how to vote here. First, a key: 🌎Environmental 💰CEO Pay ⚖️Equal Pay 👔👠Board Elections 🔫 Guns 👥 Human Rights and Sexual Harassment 🗳️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 is the median pay gap important? 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 and Google. 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 $14.5 billion 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 proposal to elect an independent chairman to the board. 5/8

Sturm Ruger (a 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. More: Shareholder activist groups 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. They also say Froman’s former role as a board member of the Council for National Policy, which has “articulated extremist, neo-Confederate, anti-immigrant, and anti-Muslim views,” was not disclosed to shareholders. 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 proposal asking for equal voting rights per share, or one vote per share: "The 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 about 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 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 says huge gaps between how much CEOs and senior executives are paid compared to rest of rank-and-file employees' salaries hurts company culture and "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 the board for more oversight of workplace sexual harassment and “aligning senior executive compensation incentives" with meeting company policies. More: The proposal says harassment at XPO has become a reputational risk, citing "multiple reports of sexual harassment, as well as gender and pregnancy discrimination—prompting calls for an investigation by 97 U.S. House Representatives." The proposal says in 2018, 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 on the "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 a report to show 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 and other brands of cigarettes) 9 a.m. EST Richmond, VA ⚕️On the ballot: A proposal to disclose nicotine levels for the company's cigarette brands to customers "and begin reducing nicotine levels in our brands to a less addictive level." More: The proposal cites a 2017 FDA resolution to cut nicotine levels in cigarettes. It asks Altria “to be involved in the public debate on the FDA’s proposal and ... 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 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 says "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 crisis. 5/16 Intel ⚖️ On the ballot: A proposal asking for a report on the company’s global median pay gap. (See also: American Express, JPMorgan Chase, Amazon, Facebook, Google) Also: A 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 Intel's PAC ”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 👥 On the ballot: A proposal asking Twitter to show how it implemented the “massive shifts” that CEO Jack Dorsey said, in his 2018 Senate testimony, the company would make to address election interference and “deceptive messaging.” 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.” 5/21 JPMorgan Chase 10:00 a.m. CST Chicago, IL ⚖️ On the ballot: A proposal asking for a report on the company’s global median pay gap. (See also: American Express, Intel, Amazon, Facebook.) 5/22 Amazon.com 9:00 a.m. – 10:00 a.m. PST Seattle, WA 👥 On the ballot: Amazon faces 12 proposals this year, ranging from the company’s effects on global warming (filed by employees) to its gender pay gaps to its products. Two proposals were filed in regard to Amazon’s controversial facial recognition software Rekogntion, which it has sold to law enforcement and pitched to Immigration and Customs Enforcement (ICE). The ACLU, as well as hundreds of Amazon employees have publicly challenged the company over the technology, arguing that it carries too much risk for misidentifying people and violating civil liberties. More on Rekognition: One proposal asks that Amazon’s board ban the sales of facial recognition technology to government agencies until it can independently determine whether it poses civil and human rights risks. Another proposal asks Amazon to produce an independent report for shareholders on how the technology may disproportionately misidentify people of color and immigrants and the financial risks those human rights issues may pose. 🌎 Climate change: “Shareholders request that Amazon’s Board of Directors prepare a public report as soon as practicable describing how Amazon is planning for disruptions posed by climate change, and how Amazon is reducing its company-wide dependence on fossil fuels.” 👥 Offensive products: A proposal asks Amazon to “report on its efforts to address hate speech and the sale of offensive products throughout its businesses,” and refers to its continued sales of flags and merchandise with symbols favored by white nationalists. ⚖️ Gender pay gap and sexual harassment proposals: One proposal asks for a report on Amazon’s global median pay gap. (See also: American Express, Intel, JPMorgan Chase, Facebook and Google.) Another asks Amazon to produce a report on its sexual harassment policies and whether they need to be re-defined following allegations filed against the head of Amazon Studios in 2015 that weren’t addressed publicly by the company until 2017. 💰🌎👔👠 Executive pay: Shareholders ask that the board produce a report on the “feasibility” of incorporating “sustainability metrics, including metrics regarding diversity among senior executives, into performance measures or vesting conditions arrangements.” 5/23 Home Depot 9 a.m. EST Atlanta, GA 👥 On the ballot: A proposal asking the company’s board to produce an annual report “summarizing the extent of known usage of prison labor in the company’s supply chain.” The proposal refers to a 2017 lawsuit against a Home Depot third-party supplier that made dock floats using “unpaid, forced punitive labor,” despite the company’s pledge to not use involuntary labor in its sourcing. The proposal asks  that the report “evaluate any risks to finances, operations, and reputation” resulting from prison labor. 5/29 Chevron 8 a.m. PST San Ramon, CA 🌎 On the ballot: : A proposal requesting that Chevron produce a report “on how it can reduce its carbon footprint in alignment with greenhouse gas reductions necessary to achieve the Paris Agreement’s goal of maintaining global warming well below 2 degrees Celsius.” A separate proposal asks the company to create an independent board committee to “evaluate Chevron’s strategic vision and responses to climate change” and “to assess the company’s responses to climate related risks and opportunities, including the potential impacts of climate change on business, strategy, financial planning, and the environment.” 🌎👥 More: There's also a proposal asking the board to report on instances of water contamination and “to identify and address risks related to the human right to water throughout its operations.” 5/29 ExxonMobil 9:30 a.m. CST Dallas, TX On the ballot: 👔👠Board elections: A proposal to break up CEO Darren Woods' dual role as chair and CEO, as well as one to disclose a “board director’s/nominee’s gender and race/ethnicity, as well as skills, experiences and attributes that are most relevant in light of Exxon’s overall business, long-term strategy and risks, presented in a matrix form.” 🌎 Climate change: There are several environmental proposals, including a request for the board to “assess the public health risks of expanding petrochemical operations and investments in areas increasingly prone to climate change-induced storms, flooding, and sea level rise.” Another asks for the formation of an independent committee to address the risks of  “climate change on business, strategy, financial planning, and the environment.” 💵🇺🇸 Political spending: A proposal asking for the board to post a report on Exxon's website disclosing donations used for political lobbying. The shareholders say the company’s lack of disclosure “presents reputational risks when its lobbying contradicts company public positions. For example, Exxon supports the Paris climate agreement, yet was named one of the top three global corporations lobbying against effective climate policy.” 🌎 What’s not on the ballot: A proposal from the New York State Common Retirement Fund, led by New York State Comptroller, Thomas DiNapoli, that Exxon set emissions targets in line with the Paris Agreement. The SEC granted Exxon reprieve, saying the proposal counted as “micromanagement” and could be left off. The New York State Common Retirement Fund, the Church of England and investor group Climate Action 100+, which oversees $32 trillion in assets, say they will vote against the election of all the company’s board members in return. DiNapoli says New York has been trying to work with Exxon on climate change since 2005 to no avail. He called the company’s inaction “a serious failure of corporate governance.” 5/30 Facebook 11 a.m. PST Menlo Park, CA 🗳️On the ballot: A proposal asking that the company adopt a “one share, one vote” model, instead of its existing dual-class model that gives outsized voting power to Facebook’s founders. This includes Chair and CEO Mark Zuckerberg, who controls over 51% of the vote and has veto power over the entire company, though he owns only 13% of the company's value. (Dual-class voting is common with tech and newly public companies, including Google, Snapchat, Pinterest, Lyft and Chewy.) 👔👠Board votes: A separate proposal calls for Zuckerberg to have his roles as chair and CEO broken up, arguing that his occupying both roles limits the board’s "ability to check Mr. Zuckerberg's power” and has led to “Facebook missing, or mishandling, a number of severe controversies, increasing risk exposure and costs to shareholders.” Activist groups have also backed this proposal in a letter to the SEC. 🛡️Privacy/Data: Another proposal, citing the $100 billion the company lost in value following the Cambridge Analytica scandal, requests that Facebook produce a report evaluating its strategies and policies on “content governance.” This report would include how Facebook’s human rights abuses pose threats to democracy and freedom of expression, and would address the reputational, regulatory, and financial risks posed by content governance controversies ⚖️ Gender Pay Gap: See also: American Express, Intel, JPMorgan Chase, Amazon and Google. June 6/5 Walmart 10:30 a.m. CST Rogers, Arkansas 👥💰What’s on the ballot: A proposal requesting that Walmart’s board formally review the company’s sexual harassment policies, align senior executive compensation incentives with meeting them and produce a report for shareholders on the company’s progress by the end of the year. More: The proposal refers to a 2019 New York Times article outlining an instance in which a female employee struggled to bring a suit against the company with complaints of inappropriate touching by her manager. It also mentions documented incidents of harassment against transgender employees. “As the largest corporate employer of women in the U.S.,“ the proposal argues, “Walmart can and should be a leader in establishing policies and protocols that enable women and men to reach their full potential at Walmart while holding wrongdoers accountable.” 6/6 Netflix 3 p.m. PST 💵🇺🇸What’s on the ballot: A request for Netflix to disclose direct or indirect political spending, “including payments to trade associations and other tax-exempt organization, which may be used for electoral spending.” The proposal says this would bring Netflix in line with other tech companies including “salesforce.com, Alphabet and Microsoft, which present this information on their websites.” 6/12 Caterpillar 8 a.m. EST Clayton, NC 👥What’s on the ballot: A request for Caterpillar to produce a report on risks associated with conducting business in conflict-affected areas. The report should look at whether the company needs additional human rights policies put in place to prevent displacing people or using the area’s natural resources without inhabitants’ consent. 6/19 Google 9:00 a.m. PST Sunnyvale, CA 🗳️What’s on the ballot: A proposal asking the company to end dual-class voting on outstanding stock and use a one vote per share model. (See Facebook and Ford.) “Mr. Page and Mr. Brin currently control over 51% of our company’s total voting power, while owning less than 13% of stock,” the proposal says. “This raises concerns that the interests of public shareholders may be subordinated to those of our co-founders.” 👥 What else? A proposal asks the company to create an independent committee to “assess the potential societal consequences of the Company’s products and services, and should offer guidance on strategic decisions.” It refers, among other things, to Google’s unintended influence on the spreading of fake news and extremism. 👥 Sexual harassment: Another proposal asks Google “to review its policies related to sexual harassment to assess whether the company needs to adopt and implement additional policies and to report its findings.” It refers to a company-wide employee protest last November in response to a New York Times article that Google executives had been quietly dismissed with million-dollar exit packages. 👥💰Clawback policies: An additional proposal asks Google to adopt a clawback policy that would recover or cancel the incentive pay of executives when “there has been misconduct resulting in a material violation of law or Alphabet’s policy” and if, among other reasons, “the senior executive committed the misconduct or failed in his or her responsibility to manage or monitor conduct or risks.” 👔👠 An employee representative on the board: This proposal refers to Alphabet’s annual report last year, which cited problems with employee retention and motivation as a risk. it says that adding a representative will bring the perspective of someone who observes the company culture regularly. Adding a rank-and-file employee representative to Google’s board was one of the requests made by the organizers of November’s walk-out, which went unaddressed by Google. ⚖️ Gender pay gap: See also American Express, Intel, JPMorgan Chase, Amazon, and Facebook. 👥 Content governance: A proposal asking Google to produce a report that weighs the risks from “controversies related to election interference, freedom of expression, and the spread of hate speech, to the company’s finances, operations, and reputation.”