Proxy Blog

Deere & Company

February 6, 2019

The annual proxy for this manufacturing company had the following proposals:

  1. Proforma votes on directors, appointment of auditors, and “say-on-pay” advisory vote
  2. Shareholder proposal on written consent

Magni voted as follows:

  1. Magni voted for all proforma proposals
    -Directors – The board has a majority of independent directors and some have CEO/CFO experience with other companies. The compensation of directors is disclosed with a meaningful portion in equity where the equity has restrictions to align director incentives with long-term value creation. The compensation levels are set using a benchmarking process.
    -Auditors – There appear to be no controversies with the financial statements of the company.
    -“Say-on-pay” – The proxy materials did not disclose any shareholder engagement efforts. The advisory vote language was pro-forma with no serious evidence that the vote matters.
  2. Magni voted against shareholder proposal on written consent. Per the Magni position paper, Magni routinely votes against these proposals.