Major Companies to Disclose Additional Board Director Diversity and Inclusion Data After Successful Engagement with NYC’s Public Pension Systems
Ford, BlackRock, JPMorgan Chase, Morgan Stanley, Goldman Sachs all agree. After NextEra refuses, investors urged to support shareholder proposal at AGM on May 19, 2022.
New York, NY – New York City Comptroller Brad Lander and trustees of four of New York City’s public pension funds today announced that agreements have been made with Ford Motor Company and four leading financial services firms (BlackRock, JPMorgan Chase and Co., Morgan Stanley and The Goldman Sachs Group) to publicly disclose a Board Matrix specifically for investors.
On behalf of the four Systems, the funds have also filed a shareholder proposal with NextEra Energy, as the company has refused to disclose the self-identified gender, race and/or ethnicity of individual directors, as well as their skills and experience to investors. In addition to the self-identified gender, race and/or ethnicity of individual directors, the proposal requests that NextEra disclose director skills and experience relevant to overseeing climate-related risks. NextEra has only disclosed board diversity information in aggregate, noting that “the Board acts as a collective body.”
Investors do not elect directors as a collective body, but as individuals who are accountable to act as fiduciaries in the boardroom and to oversee the long-term strategies of the company. Aggregate disclosures are not useful for investors making decisions about how to vote on individual directors at annual general meetings.
Proxy advisory firm Glass Lewis is recommending investors vote in favor of the NYC funds’ shareholder proposal, which will take place at NextEra Energy’s Annual General Meeting on May 19th meeting.
“Pronounced commitments to diversity and inclusion ring hollow if those values are not reflected in the boardroom where decisions are made impacting their entire workforce,” said New York City Comptroller Brad Lander. “The strongest boards and management teams are those that reflect the diversity of their workforce, and of our communities. Diversity is a key factor in performance and essential to the long-term value, a priority for many investors. I applaud the five major companies that have agreed to make this critical disclosure and am hopeful that shareholders of NextEra Energy will vote yes on this proposal.”
In November 2021, the four Systems filed a shareholder proposal requesting the disclosure of a Board Matrix including each director or nominated director’s self-identified gender and race/ethnicity, as well as the skills and attributes that are most relevant considering the company’s overall business, long-term strategy, and risks in the annual proxy statement.
A Board Matrix is a critical tool for investors, particularly when board diversity and inclusion is a priority for so many shareholders. It provides an at-a-glance overview of the director’s skills and experience and highlights their gender and race. The disclosure of the company’s Board Matrix allows investors to assess whether the company’s commitment to diversity and inclusion is reflected in their board composition and if the selections of board directors are in alignment with the company’s mission and fiscal health. It would also enable investors to make better informed proxy voting decisions by providing them with consistent, comparable, and accurate data in a structured and decision-useful format that can be compared year-over-year to monitor progress.
The shareholder proposal will be presented by the Comptroller’s Office during the company’s annual meeting on May 19th at 8:00 a.m. CST.
As of March 31, 2022, the four Systems own 2.2 million shares in NextEra Energy, valued at $186.3 million.
“In an age when investors are demanding that major companies prioritize diversity, inclusion, and transparency on their boards, it’s a liability for NextEra to refuse to disclose specific board composition data,” said Manhattan Borough President Mark Levine, a NYCERS trustee . “We have a responsibility to current and future pension recipients to minimize the funds’ risk and ensure the stability of the monthly checks they rely on in retirement. To do so, we must invest in companies that shareholders have faith in, and trust starts at the board level. I’m grateful to the Systems’ companies that have already published this information and strongly urge NextEra’s shareholders to approve our proposal.”
The trustees of those systems are as follows:
New York City Employees’ Retirement System (NYCERS): New York City Comptroller Brad Lander; Mayor Eric Adams’ Representative Preston Niblack (Chair); New York City Public Advocate Jumaane Williams; Borough Presidents: Mark Levine (Manhattan), Donovan Richards (Queens), Antonio Reynoso (Brooklyn), Vito Fossella (Staten Island), and Vanessa L. Gibson (Bronx); Henry Garrido, Executive Director, District Council 37, AFSCME; Tony Utano, President Transport Workers Union Local 100; and Gregory Floyd, President, International Brotherhood of Teamsters, Local 237.
Teachers’ Retirement System (TRS): New York City Comptroller Brad Lander; Mayor Eric Adams’ Appointee Philip Dukes; Chancellor’s Representative, Lindsey Oates, New York City Department of Education; and Debra Penny (Chair), Thomas Brown and David Kazansky, all of the United Federation of Teachers.
New York City Fire Pension Fund (Fire): New York City Comptroller Brad Lander; Mayor Eric Adams’ Representative Philip Dukes; Acting New York City Fire Commissioner Laura Kavanagh (Chair); New York City Finance Commissioner Preston Niblack; Andrew Ansbro, President, Robert Eustace, Vice President, Edward Brown, Treasurer, and Eric Bischoff, Staten Island Representative and Chair, Uniformed Firefighters Association of Greater New York; Liam Guilfoyle, Captains’ Rep.; Paul Mannix, Chiefs’ Rep., and Christopher Jensen, Lieutenants’ Rep., Uniformed Fire Officers Association; and Peter Devita, Marine Engineers Association.
Board of Education Retirement System (BERS): Schools Chancellor David C. Banks, Represented by Lindsey Oates; Mayoral: Tom Allon, Vasthi Acosta, Gregory Faulkner, Dr. Angela Green, Anthony Lopez, Alan Ong, Gladys Ward, Karina Tavera; Thomas Sheppard (CEC); Geneal Chacon (Bronx), Tazin Azad (Brooklyn), Kaliris Salas-Ramirez (Manhattan), Jaclyn Tacoronte (Staten Island), and Deborah Dillingham (Queens); and employee members John Maderich of the IUOE Local 891 and Donald Nesbit of District Council 37, Local 372.
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