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Accountability

Vote Against Amazon Directors Huttenlocher and McGrath to Demand Board Accountability over Workforce Health, Safety, and Rights

Photo by: askarim/Shutterstock

Amazon is the second largest employer in the United States. The well-being of its workforce has a significant impact on its 1.6 million workers, their households, the long-term success of the company, and the economy as a whole. Yet Amazon stands out among its peers for high rates of injury, unsustainably high turnover, and labor rights violations.

We’re calling on shareholders to vote against the re-election of Daniel Huttenlocher and Judith McGrath to Amazon’s board of directors. We believe that Mr. Huttenlocher and Ms. McGrath, both longstanding members of the Leadership Development and Compensation Committee, have failed to exercise adequate oversight of the company’s human capital management practices.

Are you an Amazon shareholder? Are you concerned about Amazon’s apparent disregard for shareholder concerns about the health and safety, high turnover rates, and freedom of association for warehouse workers? Make your voice heard and join the campaign for accountability by voting your shares or asking your investment manager to vote to hold the board accountable.

Amazon WorkerPhoto by: Frederic Legrand - COMEO/Shutterstock

Amazon’s board of directors has been largely unresponsive to shareholder concerns about health and safety, high turnover, and labor rights violations that impact both the well-being of employees and the long-term value of the company. Voting against directors Huttenlocher and McGrath makes it clear that you want effective and independent board oversight of the company’s workforce management practices. We urge votes against Huttenlocher and McGrath for the following reasons:

  • Despite repeated requests, the Committee has not met with institutional investors to discuss possible improvements to its human capital management oversight and disclosure
  • The Committee has not adequately overseen health and safety, with adverse consequences for Amazon and its employees
  • Amazon's labor practices, repeatedly investigated by regulators, have been found to violate state and federal law and also conflict with Amazon's own human rights policy
  • Unusually high employee turnover relative to peer companies has some Amazon executives worried about running out of hirable employees in the U.S.

While failing to address these key workforce issues for which they are responsible, the Leadership Development and Compensation Committee nonetheless decided to grant the company’s five highest paid executives approximately $400 million in compensation in 2021, including $212 million in time-vested restricted stock to new CEO Andrew Jassy. Amazon’s 6,474-to-1 CEO-to-median compensated employee ratio exacerbates concerns about where the Committee’s priorities really lie.

If you are an Amazon shareholder as of the close of business on March 31, 2022, or are invested in a mutual fund that holds Amazon shares, you can take action to hold the company’s board accountable.

  • Vote your shares AGAINST directors Huttenlocher and McGrath

If you are an Amazon shareholder of record as of the close of business on March 31, 2022, you should receive the company’s proxy statement in the mail before the annual general meeting on May 25. You can vote against directors Huttenlocher and McGrath by mail, online, or by phone by following the directions contained in the proxy statement. If you own shares in street name, meaning that your shares are held by a bank, brokerage firm, or other nominee, you may instruct that institution on how to vote your shares. You may provide these instructions by voting via the Internet, mobile device, by telephone, or (if you have received paper copies of proxy materials through your bank, brokerage firm, or other nominee) by returning a voting instruction form received from that institution.

  • Urge your mutual fund or investment manager to vote AGAINST directors Huttenlocher and McGrath

If you are invested in a mutual fund that holds shares of Amazon stock, you do not directly own the shares of Amazon held by the mutual fund. Nevertheless, you can still urge the mutual fund or its investment manager to vote against these two Amazon’s directors. Download our toolkit for a sample letter to send to your mutual fund.

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Background

Amazon’s quota and other systems for mass managing its workforce place extraordinary pressure on its approximately 1.6 million employees worldwide, resulting in unusually high injury rates and employee turnover that are well above industry averages.

Last year, Amazon agreed to a fine and monitoring by California officials in connection with alleged COVID-related state law violations. New York’s Attorney General sought a court appointed monitor to oversee Amazon’s implementation of health and safety measures at one of its facilities. In Edwardsville, Illinois, six workers were killed when an Amazon distribution center collapsed during a tornado; the U.S. Occupational Health and Safety Administration (OSHA) is investigating whether Amazon’s policies contributed to their deaths.

Amazon workers, prompted by these conditions, have attempted to form a union at several U.S. warehouses over the past year, in Alabama and New York, and workers at more than 100 U.S.- facilities have reportedly expressed interest in unionizing their workplaces.

In response to the recent organizing efforts in Alabama and New York, Amazon has employed numerous strong-arm tactics that interfere with its employees’ freedom of association, including hiring anti-union consultants and holding mandatory captive audience meetings with employees. The General Counsel of the National Labor Relations Board (NLRB) has accused Amazon of multiple unfair labor practices, including threatening, interrogating, surveilling and/or retaliating against employees.

Amazon’s high injury rates, high turnover and repeated violations of U.S. labor law have prompted questions regarding the effectiveness of director Huttenlocher and McGrath’s oversight on behalf of shareholders.

We are long-term Amazon shareholders, with 1.7 million combined shares (at February 28, 2022) currently valued at approximately $5.3 billion. Over the last several years we have repeatedly sought to meet with members of Amazon’s board of directors to discuss our concerns about their oversight of workforce management, including equity, health and safety issues. Most recently, we invited Amazon directors to meet with us and other institutional shareholders in March 2022 to discuss how the board exercises oversight over management’s performance with respect to their employees, particularly in the areas of health and safety, freedom of association, and diversity, equity and inclusion. Amazon declined to meet with us.

There are also multiple shareholder proposals on the Amazon proxy ballot this year regarding Amazon’s worker health and safety issues, racial and gender disparities, and other issues which merit your attention. Voting against directors Huttenlocher and McGrath is a vote to demand accountability from Amazon’s board to provide the independent oversight needed on all of these critical issues.

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