FORD MOTOR COMPANY | Equal voting rights for each share at FORD MOTOR COMPANY

Status
36.11% votes in favour
AGM date
Previous AGM date
Proposal number
6
Resolution details
Company ticker
F
Lead filer
Individual
Resolution ask
Other ask
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Consumer Discretionary
Company HQ country
United States
Resolved clause
RESOLVED: Shareholders request that our Board take steps to ensure that all of our company’s outstanding stock has an equal one-vote per share in each voting situation. This would encompass all practicable steps including encouragement and negotiation with current and future shareholders, who have more than one vote per share, to request that they relinquish, for the common good of all shareholders, any preexisting rights, if necessary.
Supporting statement
"This proposal is not intended to unnecessarily limit our Board’s judgment in crafting the requested change in accordance with applicable laws and existing contracts. Corporate governance advocates have suggested a 7-year transition to equal voting rights for each share.
Ford Family shares have 36-votes per share compared to the tiny one-vote per share for regular shareholders. This dual-class voting stock reduces management accountability by giving insiders the power to retain corporate control disproportionate to their money at risk.
The super voting power of the Ford family is all the more outrageous since all Ford family shares vote and nearly 1 Billion non Ford family shares do not vote. And the Ford family seems happy that many Ford shareholders do not vote.
This proposal topic has received more than 51% of the independent vote of the non-family Ford stock in each year since 2011. It is important to vote for this proposal to help block the Ford family from finding additional creative ways to further reduce their money at risk at Ford while maintaining the same control over the management of Ford.
And even with the miniaturization of the voting power of the non Ford family shares management pay was still rejected by 494 million against votes in 2021.

And 3 directors received between 340 million and 394 million against votes each:
John Thornton
Anthony Earley, Lead Director and Chair of the management pay committee
John Weinberg
These negative votes were up to 7-times the negative votes of other Ford directors.
And the Ford family directors each received more than 198 million negative votes:
William Clay Ford, Jr.
Henry Ford III
Alexandra Ford English

In spite of such consistent 2011 to 2021 support from regular Ford shareholders for this proposal topic — Ford management has done absolutely nothing to address this serious issue — not even one small step.
The Council of Institutional Investors has pressed dual-class IPO companies to include reasonable time-based “sunset” provisions in their charters. The Council said that 7 or fewer years post-IPO is a sensible sunset.
The Council of Institutional Investors campaign for time-based sunsets is gaining ground. In the first half of 2021, 51% of newly public U.S. dual-class companies incorporated time-based sunsets.
One of the benefits of your vote for this proposal is that it might tend to convince the Ford family directors cannot afford to get the same level of against votes as they did in the past."

How other organisations have declared their voting intentions

Organisation name Declared voting intentions Rationale
KBI Global Investors For

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