Vote Summary Report Reporting Period: 01/01/2016 to 12/31/2016 Institution Account(S): AFL-CIO Reserve Fund
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Vote Summary Report Reporting Period: 01/01/2016 to 12/31/2016 Institution Account(s): AFL-CIO Reserve Fund 3M Company Meeting Date: 05/10/2016 Country: USA Primary Security ID: 88579Y101 Record Date: 03/11/2016 Meeting Type: Annual Primary CUSIP: 88579Y101 Shares Voted: 357 Proposal Vote Number Proposal Text Instruction 1a Elect Director Sondra L. Barbour For Voter Rationale: In voting on nominees for the board of directors, the shareholder examines each nominee to determine if he or she is an independent outsider or an insider (e.g., a key executive, a relative of a key executive, a contractor with the company). It is in the best interests of shareholders for there to be a two-thirds majority of independent outsiders on the board to supervise management. There is such a majority here. A vote is cast for all nominees. 1b Elect Director Thomas 'Tony' K. Brown For 1c Elect Director Vance D. Coffman For 1d Elect Director David B. Dillon For 1e Elect Director Michael L. Eskew For 1f Elect Director Herbert L. Henkel For 1g Elect Director Muhtar Kent For 1h Elect Director Edward M. Liddy For 1i Elect Director Gregory R. Page For 1j Elect Director Inge G. Thulin For 1k Elect Director Robert J. Ulrich For 1l Elect Director Patricia A. Woertz For 2 Ratify PricewaterhouseCoopers LLP as Against Auditors Voter Rationale: This proposal seeks the approval of the reappointment of auditors and their remuneration. Normally this would be considered a routine, ministerial proposal and a vote would be cast in favor. At this company, however, it has been disclosed that the auditors are paid a substantial amount for non-audit work in addition to their audit work. This creates a potential conflict of interest for the auditors. For that reason, a vote is cast against. 3 Advisory Vote to Ratify Named Executive For Officers' Compensation Voter Rationale: This proposal would approve the company's overall executive compensation policies and procedures. This proposal is not binding. Its approval or disapproval will serve as an advisory recommendation to the board. Compared to its peer groups, for performance the company has outperformed its peer companies and for compensation it has overcompensated its executive officer. When other elements of the company's compensation practices are factored in (dilution in stock plans, restricted stock grants, golden parachutes, tax gross ups), these policies and procedures are not excessive, they do reflect the company's performance for shareholders, and are in the best interests of shareholders. Therefore, a vote is cast for this proposal. Page 1 of 625 Vote Summary Report Reporting Period: 01/01/2016 to 12/31/2016 Institution Account(s): AFL-CIO Reserve Fund 3M Company Proposal Vote Number Proposal Text Instruction 4 Approve Omnibus Stock Plan Against Voter Rationale: A stock plan for key executives is established by this proposal. In order to reward past superior performance and to encourage that performance in the future, such plans must specify performance standards for the granting of options. Combined with shares in other stock plans at the company, the number of shares requested would cause in excess of 13.37% dilution of current shareholder equity. Performance standards upon which to base the granting of options are not specified in the plan. Instead, there is broad discretion in determining option awards. The plan also contains change-in-control provisions which can be costly to shareholders because they could discourage a potential takeover of the company that would be beneficial to shareholders. Thus, a vote is cast against the proposal. 5 Reduce Ownership Threshold for For Shareholders to Call Special Meetings Voter Rationale: The board seeks shareholder approval to reduce the ownership threshold required to call a special meeting from 25 percent to 15 percent of outstanding shares. That would be in the best interests of shareholders. A vote is cast in favor. 6 Exclude the Impact of Stock Buyback For Programs on the Financial Metrics on which CEO Pay is Based Voter Rationale: This shareholder proposal urges the Compensation Committee to adopt a policy to adjust financial performance metrics to neutralize the impact of share repurchases when assessing CEO performance. Metrics that are intended to drive CEO performance may be inflated by share repurchases, which is not a genuine reflection of performance but rather a financing tool. Executive performance-based pay should incentivize performance and neutralizing share repurchases from an assessment of metrics would ensure that link. A vote is cast in favor. Abbott Laboratories Meeting Date: 04/29/2016 Country: USA Primary Security ID: 002824100 Record Date: 03/02/2016 Meeting Type: Annual Primary CUSIP: 002824100 Shares Voted: 861 Proposal Vote Number Proposal Text Instruction 1.1 Elect Director Robert J. Alpern For Voter Rationale: In voting on nominees for the board of directors, the shareholder examines each nominee to determine if he or she is an independent outsider or an insider (e.g., a key executive, a relative of a key executive, a contractor with the company). It is in the best interests of shareholders for there to be a two-thirds majority of independent outsiders on the board to supervise management. There is such a majority here. A vote is cast for all nominees. 1.2 Elect Director Roxanne S. Austin For 1.3 Elect Director Sally E. Blount For 1.4 Elect Director W. James Farrell For 1.5 Elect Director Edward M. Liddy For 1.6 Elect Director Nancy McKinstry For 1.7 Elect Director Phebe N. Novakovic For Page 2 of 625 Vote Summary Report Reporting Period: 01/01/2016 to 12/31/2016 Institution Account(s): AFL-CIO Reserve Fund Abbott Laboratories Proposal Vote Number Proposal Text Instruction 1.8 Elect Director William A. Osborn For 1.9 Elect Director Samuel C. Scott, III For 1.10 Elect Director Glenn F. Tilton For 1.11 Elect Director Miles D. White For 2 Ratify Ernst & Young LLP as Auditors Against Voter Rationale: This proposal seeks the approval of the reappointment of auditors and their remuneration. Normally this would be considered a routine, ministerial proposal and a vote would be cast in favor. At this Company, however, it has been disclosed that the auditors are paid a substantial amount for non-audit work in addition to their audit work. This creates a potential conflict of interest for the auditors. For that reason, a vote is cast against. 3 Advisory Vote to Ratify Named Executive Against Officers' Compensation Voter Rationale: This proposal would approve the Company's overall executive compensation policies and procedures. This proposal is not binding. Its approval or disapproval will serve as an advisory recommendation to the Board. Compared to its peer groups, for performance the Company has underperformed its peer companies and for compensation it has overcompensated its executive officer. When other elements of the Company's compensation practices are factored in (dilution in stock plans, restricted stock grants, golden parachutes, tax gross ups), these policies and procedures do not reflect the Company's performance for shareholders, and are not in the best interests of shareholders. Therefore, a vote is cast against this proposal. AbbVie Inc. Meeting Date: 05/06/2016 Country: USA Primary Security ID: 00287Y109 Record Date: 03/09/2016 Meeting Type: Annual Primary CUSIP: 00287Y109 Shares Voted: 943 Proposal Vote Number Proposal Text Instruction 1.1 Elect Director William H.L. Burnside For Voter Rationale: In voting on nominees for the board of directors, the shareholder examines each nominee to determine if he or she is an independent outsider or an insider (e.g., a key executive, a relative of a key executive, a contractor with the company). It is in the best interests of shareholders for there to be a two-thirds majority of independent outsiders on the board to supervise management. There is such a majority here. A vote is cast for all nominees. 1.2 Elect Director Brett J. Hart For 1.3 Elect Director Edward J. Rapp For 2 Ratify Ernst & Young LLP as Auditors Against Voter Rationale: This proposal seeks the approval of the reappointment of auditors and their remuneration. Normally this would be considered a routine, ministerial proposal and a vote would be cast in favor. At this Company, however, it has been disclosed that the auditors are paid a substantial amount for non-audit work in addition to their audit work. This creates a potential conflict of interest for the auditors. For that reason, a vote is cast against. Page 3 of 625 Vote Summary Report Reporting Period: 01/01/2016 to 12/31/2016 Institution Account(s): AFL-CIO Reserve Fund AbbVie Inc. Proposal Vote Number Proposal Text Instruction 3 Advisory Vote to Ratify Named Executive Against Officers' Compensation Voter Rationale: This proposal would approve the Company's overall executive compensation policies and procedures. This proposal is not binding. Its approval or disapproval will serve as an advisory recommendation to the Board. Compared to its peer groups, for performance the Company has underperformed its peer companies and for compensation it has overcompensated its executive officer. When other elements of the Company's compensation practices are factored in (dilution in stock plans, restricted stock grants, golden parachutes, tax gross ups), these policies and procedures are excessive, they do not reflect the Company's performance for shareholders, and are not in the best interests of shareholders. Therefore, a vote is cast against this proposal. 4 Declassify the Board of Directors For Voter Rationale: This proposal declassifies the board, which means that all directors would be elected annually instead of different classes being elected for staggered terms. This enhances the accountability of directors.