Agilent Technologies | Annual Board Election at Agilent Technologies

Status
Voted
AGM date
Previous AGM date
Resolution details
Company ticker
A
Lead filer
Corporate Governance Advisory Services
Resolution ask
Amend board structure
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Technology
Company HQ country
United States
Resolved clause
RESOLVED: Agilent Technologies, Inc. ("Company") shareholders, including Myra Young of CorpGov.net, ask that our Company take all the steps necessary to reorganize the Board of Directors into one class with each director subject to election each year for a one-year term so that all directors are elected annually. 
Although our management can adopt this proposal topic in one-year and one-year implementation is a best practice, this proposal allows the option to be phased in.
Supporting statement
SUPPORTING STATEMENT: More than 90% of S&P 500 companies have adopted this vital reform. Annual elections are widely viewed as a best practice. Annual election of each director makes directors more accountable, improving performance and increasing company value.
Classified are one of six entrenching mechanisms negatively related to company performance according to “What Matters in Corporate Governance?” by Bebchuk, Cohen, and Ferrell.[1]
Diligent’s database includes the voting record of 276 shareholder resolutions on this topic during 2020, 2021, 2022, and part of 2023. Votes in favor averaged 98.8%. The largest two proxy advisors recommended in favor of 100% of the proposals.
The annual election of each director gives shareholders more leverage if management performs poorly. For instance, if management approves excessive or poorly incentivized executive pay, shareholders can soon vote against the Chair of the management pay committee instead of waiting for three years under the current setup.
Consider our Company also requires a supermajority vote of 80% of shares outstanding to overturn specified bylaws.

DISCLAIMER: By including a shareholder resolution or management proposal in this database, neither the PRI nor the sponsor of the resolution or proposal is seeking authority to act as proxy for any shareholder; shareholders should vote their proxies in accordance with their own policies and requirements.

Any voting recommendations set forth in the descriptions of the resolutions and management proposals included in this database are made by the sponsors of those resolutions and proposals, and do not represent the views of the PRI.

Information on the shareholder resolutions, management proposals and votes in this database have been obtained from sources that are believed to be reliable, but the PRI does not represent that it is accurate, complete, or up-to-date, including information relating to resolutions and management proposals, other signatories’ vote pre-declarations (including voting rationales), or the current status of a resolution or proposal. You should consult companies’ proxy statements for complete information on all matters to be voted on at a meeting.