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  • April 2015 (Revised July 2015)
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Proxy Access at Whole Foods

By: Jay Lorsch and Emily McTague
  • Format:Print
  • | Language:English
  • | Pages:16
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Abstract

Proxy access grants shareholders meeting certain ownership requirements the right to nominate directors for election to the board without going through a typical proxy contest. In August 2010 the SEC approved a rule granting proxy access for shareholders meeting specific ownership requirements. The rule was challenged by US Chamber of Commerce and overturned in July 2011. Shortly after the rule was overturned, rules governing shareholder proposal process were amended so that shareholders could put forward proposals on proxy access at individual companies. Proxy access did not garner significant attention during the first two proxy seasons after the rule was amended. However in the 2015 proxy season, over 100 companies received proxy access proposals. This case chronicles the debate on proxy access from the perspective of institutional investors, shareholders, and US company's board of directors and management.

Keywords

Board Of Directors; Proxy Advisor; Shareholder Activism; Shareholder Voting; Shareholder Votes; Proxy Battle; Institutional Change; Institutional Investing; Business and Shareholder Relations; Food and Beverage Industry; North America

Citation

Lorsch, Jay, and Emily McTague. "Proxy Access at Whole Foods." Harvard Business School Case 415-073, April 2015. (Revised July 2015.)
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About The Author

Jay W. Lorsch

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Related Work

    • April 2015 (Revised July 2015)
    • Faculty Research

    Proxy Access at Whole Foods

    By: Jay Lorsch and Emily McTague
Related Work
  • Proxy Access at Whole Foods By: Jay Lorsch and Emily McTague
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