UNITED STATES SECURITIES A ND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE March 1, 2019 Lisa A. Atkins Bristol-Myers Squibb Company
[email protected] Re: Bristol-Myers Squibb Company Incoming letter dated December 21, 2018 Dear Ms. Atkins: This letter is in response to your correspondence dated December 21, 2018 concerning the shareholder proposal (the “Proposal”) submitted to Bristol-Myers Squibb Company (the “Company”) by People for the Ethical Treatment of Animals (the “Proponent”) for inclusion in the Company’s proxy materials for its upcoming annual meeting of security holders. We also have received correspondence from the Proponent dated January 3, 2019. Copies of all of the correspondence on which this response is based will be made available on our website at http://www.sec.gov/divisions/corpfin/ cf-noaction/14a-8.shtml. For your reference, a brief discussion of the Division’s informal procedures regarding shareholder proposals is also available at the same website address. Sincerely, M. Hughes Bates Special Counsel Enclosure cc: Jared Goodman PETA Foundation
[email protected] March 1, 2019 Response of the Office of Chief Counsel Division of Corporation Finance Re: Bristol-Myers Squibb Company Incoming letter dated December 21, 2018 The Proposal asks the board to implement a policy that it will not fund, conduct or commission use of the “Forced Swim Test.” There appears to be some basis for your view that the Company may exclude the Proposal under rule 14a-8(i)(7), as relating to the Company’s ordinary business operations. In our view, the Proposal micromanages the Company by seeking to impose specific methods for implementing complex policies.