Proxy Blog

Kontoor Brands, Inc. 

March 20, 2020

The annual proxy for this global apparel company had the following proposals: 

  1. Proforma votes on directors and appointment of auditors 
  2. Board proposal on the frequency of advisory votes 

Magni voted as follows: 

  1. For and against proforma proposals.
    -For 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.
    -For auditors – There appear to be no controversies with the financial statements of the company.
    -Against executive compensation  No shareholder engagement program or activities were disclosed. 
  2. For board proposal on frequency of advisory votes. Perhaps this proposal was made given the recent spinoff and associated business structuring. Most companies resolved this issue years ago with annual advisory votes on compensation.