Tag Archives | classified board

Tesla 2018 Proxy Decisions Crucial

Tesla 2018 annual meeting is June 5, 2018. Tesla, Inc. (TSLA) designs, develops, manufactures, and sells electric vehicles, and energy generation and storage systems in the United States and internationally. If Tesla is to survive and thrive, it needs a more independent board. The vote of shareholders will be crucial in deciding Tesla’s future.

Most shareholders do not vote because reading through 50+ pages of the proxy is not worth the time for the small difference their vote will make. I have done the work for you.

Below, I tell you how I am voting and why. If you have read these posts related to my portfolio for the last 22 years, have values aligned with mine, and trust my judgment (or you don’t want to take the time to read most of the post), go immediately to see how I voted my ballot. Voting will take you only a minute or two. Every vote does count. I voted against the Board’s recommendations 100% of the time on the Tesla 2018 proxy. View Proxy Statement via SEC’s EDGAR system (look for DEF 14A). Continue Reading →

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$COST (Costco): Proxy Vote Recommendations

$COST, Costco Wholesale Corporation, together with its subsidiaries, operates membership warehouses. It offers branded and private-label products in a range of merchandise categories. $COST has supermajority vote requirements (66.67%) to amend certain charter provisions, a classified board with staggered terms, and no written consent unless unanimous by all shareholders. In short, reasonable shareholder rights are missing. By way of comparison, Amazon.com ($AMZN) has no supermajority vote requirement, a declassified board elected annually and written consent by majority.

The annual meeting is coming up on January 30, 2018. I voted with the Board’s recommendations 43% of the time. View Proxy Statement via SEC’s EDGAR system (look for DEF 14A). Continue Reading →

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Berry Global Group Adopts Majority Vote

The Board at Berry Global Group ($BERY) is moving toward more democratic governance, thanks to the efforts of a retail shareholder who would be denied the right to file proposals if the Chamber of Commerce, Business Roundtable and others had their way. The Berry Global Group has adopted proposals submitted by the same small retail shareholder three years in a row. Together, the Board and a small retail shareholder are making a good company even better.

This year, in response to a proposal we filed on behalf of my wife, Myra Young, the Board of the Berry Global Group amended its bylaws and governance guidelines to require a majority vote for directors running in uncontested elections and further requiring that unsuccessful nominees tender their resignation. (8-K filed November 30). We are gladly withdrawing the proposal, which was implemented in full. Continue Reading →

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Kite Pharma Proxy Voting Guide

Kite PharmaKite Pharma, Inc. (KITE), a clinical-stage biopharmaceutical company, focuses on the development and commercialization of novel cancer immunotherapy products. Kite is one of the stocks in my portfolio. ProxyDemocracy.org had collected the votes of no fund families when I checked and voted. Their annual meeting is coming up on June 20th, 2017.

I voted FOR Proposal #3 to Declassify the Board. See how and why I voted other items below. I voted with the Board’s recommendations 43% of the time. View Proxy Statement via SEC’s EDGAR system (look for DEF 14A). Continue Reading →

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Netflix Inc: Proxy Score 0

Netflix Inc

Netflix Inc

Netflix Inc $NFLX., one of the stocks in my portfolio, an Internet television network, which engages in the Internet delivery of television (TV) shows and movies on various Internet-connected screens. Their annual meeting is coming up on June 9, 2016.

ProxyDemocracy.org had collected the votes of one fund family when I checked. Vote AGAINST directors, pay, auditor; FOR all shareholder proposals. I voted with the Board’s recommendations 0% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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The Habit Restaurants: Proxy Score 33

The Habit RestaurantsThe Habit Restaurants, Inc. (HABT), one of the stocks in my portfolio, operates fast casual restaurants under The Habit Burger Grill name in California, Arizona, Utah, and New Jersey, offers charbroiled hamburgers, specialty sandwiches, fresh salads, and shakes and malts. Their annual meeting is coming up on 6/23/2015. ProxyDemocracy.org had the vote of one fund when I checked and voted on 6/15/2015. I also located the vote of CalSTRS.  I voted with the board 33% of the time and assigned Premiere Global Services a proxy score of 33. Continue Reading →

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Twitter Inc: Proxy Score 50

TwitterTwitter Inc (NYSE:TWTR), one of the stocks in my portfolio, operates as a global platform for public self-expression and conversation in real time. Their annual meeting is coming up on 6/3/2015. ProxyDemocracy.org had the votes of one fund when I checked on 5/19/2015. I voted with Board recommendations 50% of the time.

View Proxy Statement. Read Warnings below. What follows are my recommendations on how to vote the Twitter Inc 2015 proxy to enhance corporate governance and long-term value. Continue Reading →

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Waste Connections: Proxy Vote Score 25

Waste ConnectionsWaste Connections, Inc. (NYSE:WCN) is one of the stocks in my portfolio. Waste Connections, Inc. is an integrated municipal solid waste services company that provides solid waste collection, transfer, disposal and recycling services. It provides non-hazardous exploration and production, waste treatment, recovery and disposal services. Their annual meeting is coming up on 5/15/2015. ProxyDemocracy.org had the votes of 0 funds when I checked and voted on 5/10/2015. I voted with management 25% of the time and assigned Waste Connections a proxy score of 25.

View Proxy Statement. Read Warnings below. What follows are my recommendations on how to vote the Waste Connections 2015 proxy in order to enhance corporate governance and long-term value. Continue Reading →

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Kellogg Company (K): Proxy Vote 75

KelloggKellogg Company (K), which manufactures and markets ready-to-eat cereal and convenience foods, is one of the stocks in my portfolio. Their annual meeting is coming up on 4/24/2015. ProxyDemocracy.org had the vote of no funds when I checked and voted on 4/20/2015. I also see that CalSTRS votes still are not getting picked up but they voted with management on everything except the shareholder proposal.  I voted with management 75% of the time, and assigned Kellogg a proxy score of 75. Continue Reading →

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Berry Plastics Group: Proxy Score 33

Berry Plastics logoBerry Plastics Group Inc. (BERY), which manufactures and distributes plastic consumer packaging and engineered materials in North America and internationally, is one of the stocks in my portfolio. Their annual meeting is coming up on 3/4/2014. ProxyDemocracy.org had the votes of only one fund when I checked and voted on 3/1/2015. However, I was able to find the votes of CalSTRS. I voted with management 33% of the time, so assigned them a proxy score of 33.

View Proxy Statement. Read Warnings below. What follows are my recommendations on how to vote the Berry Plastics Group 2015 proxy in order to enhance corporate governance and long-term value. Continue Reading →

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Silicon Valley Corporate Governance & Gender Diversity

Fenwick & West LLPFenwick & West, one of the Silicon Valley’s premier law firms serving technology, venture capital and life sciences companies, released its Corporate Governance Survey and its adjunct Gender Diversity Survey. The surveys cover more than a decade of governance and leadership trends comparing companies in the S&P 100 and their relatively smaller and younger counterparts in the Silicon Valley 150 (SV 150), which are concentrated in the technology and life sciences industries. Continue Reading →

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Marrone Bio Innovations (MBII): Proxy Voting Recommendations

MBIIMarrone Bio Innovations (MBII): is one of the stocks in my portfolio. Their annual meeting is coming up on 5/29/2014. ProxyDemocracy.org had collected the votes of two funds when I checked and voted on 5/23/2014.  I voted with management 33% of the time.  View Proxy Statement. Read Warnings below.  What follows are my proxy voting recommendations for MBII. Continue Reading →

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Netflix Needs Proxy Access – Proxy Score 10 Out of 100

Netflix, Inc. ($NFLX) is one of the stocks in my portfolio. Their annual meeting is coming up on 6/7/2013. ProxyDemocracy.org had collected the votes of one fund when I checked on 5/25/2013. I voted with management only 10% of the time.  View Proxy Statement. NFLX is another supposedly high-tech company with no hyperlinks in their proxy statement. In fact, they don’t even include an index. They either don’t want investors to be able find information or they just don’t care enough to bother. While the stock has risen recently, the company remains risky because of poor corporate governance. Continue Reading →

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TD Ameritrade: How I Voted – Proxy Score 0%

TD Ameritrade Holding Corp.  ($AMTD) is one of the stocks in my portfolio. Their annual meeting is coming up on 2/13/2013. ProxyDemocracy.org had collected the votes of only two funds when I voted on 2/7/2012.  I voted with management 0% of the time.  View Proxy Statement. Warning: Be sure to vote each item on the proxy. Any items left blank will be voted in favor of management’s recommendations. (See Don’t Let Companies Change Shareholders’ Blank Votes) Continue Reading →

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Costco: How I Voted – Proxy Score 25%

Costco ($COST) is one of the stocks in my portfolio. Their annual meeting is coming up on 1/24/2013. ProxyDemocracy.org had collected the votes of four funds when I voted on 1/22/2012.  I voted with management only 25% of the time.  View Proxy Statement. Warning: Be sure to vote each item on the proxy. Any items left blank will be voted in favor of management’s recommendations. (See Don’t Let Companies Change Shareholders’ Blank Votes) Continue Reading →

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UNFI: How I Voted – Proxy Score 17%

United Natural Foods ($UNFI) is one of the stocks in my portfolio. Their annual meeting is coming up on 12/12/2012. ProxyDemocracy.org had collected the votes of three funds when I voted on 12/5/2012.  I voted with management only 17% of the time.  View Proxy Statement. Warning: Be sure to vote each item on the proxy. Any items left blank will be voted in favor of management’s recommendations. (See Don’t Let Companies Change Shareholders’ Blank Votes) Continue Reading →

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Netflix: A Candidate for Proxy Access

Netflix Inc. (NFLX),  which has lost half its value in the last two years, adopted an antitakeover plan (poison pill) intended to block activist investor Carl Icahn from expanding his nearly 10% stake. They did so without seeking shareowner approval and the pill may make it harder to find a buyer. Writing for the WSJ, Miriam Gottfried notes, Netflix Pill Should Give Shareholders Pause. Let’s hope shareowners do more than just pause; let’s take action! Continue Reading →

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