Transcript
Yeah I've live yeah okay yeah pretend I hear music live from your d e i branded punching bag kit for children. Oh I think I might buy that to to businessman right show here at January 24th Studios. I believe that's right. January 24th, 2025 featuring analyst whole map. Mascara de whoa. That's me. It's your lunch hour. Wrap up compensation committees. Stop pretending to care. Do they ever care? I don't really know. Jamie says something about Dei. Activist investors are the last people on Earth allowed to talk about corporate governance and even more corporate cheese, even more corporate cheese. Oh, she's our show today. Free float, analytics.com. The only platform measuring board power connections to Performance for free. Yeah. Yeah, in fact. A great work there. Is it possible? We have a new listener, I'll pretend we have a new listener, we won. Data point, I referenced quite often on the show is the gender gap. It's, it's a, it's a percentage, it's, it's comparing the, the total influence of women on the board compared to their their, actual physical presence, right? So maybe you have to board as women. So that's 50% women. But they're influence. How we measure their influence is only 25%. And that's a minus 25% gender gap. That this the reason why I'm pointing this out man, is this is data. You can only find here. You cannot find. Bloomberg msci Anywhere. No word. So if you all even interested, go to free flow analytics.com, at least At least. Pretend to be interested. Yeah, it's it is a fabulous thing to know like the power dynamics on a board, right? Like it's that's that you can't get that anywhere else. You can't find out like do you remember when we were doing research? This was must have been a year and a half ago or two years ago we were doing research about Walgreens And Ross Brewer and she was the CEO then and we were talking about it and you found this thing. And the research that said like, why does our, why does this free flow analytics data show that Roz? Brewer does not have the most power on that board. Yeah. And on the board and then and you asked the question and then we did this dive into it and freefloat analytics and surface, the fact that Stefano pessina was the executive chair and owned 17 years and that Ross Brewers Married. Yo, which was oh, but there but, you know, we found that out but like the data suggested like oh the power Dynamic isn't Ross. Brewers running this company. It's Stefano pessina. It's like a shadow CEO and you could only find that out there and that's how like you want to know who to vote out who to be angry at for bad performance or like you know whatever believe it or not there can be a start of a science to this, right. Okay. As a just like finding the oldest person or finding the person who attended the fewest meetings or just something Arcane and idiotic, like, you can actually begin to use the brain. At which you probably went to, I'm guessing a lot of our listeners went to pretty good Schools, they're pretty highly educated. You can start to use actual analytics and data. All right, I'm talking too much. Can we just do the show? Yeah. Oh you want to do the show instead of talking about this stuff I guess we can do this show. Yeah oh no this is important, this is important. All right, let's do it. Let's do this. All right, first up is story of the reason why I'm moving on is because I've used some of the data from our database free flow analytics.com to punctuate some of the stories of story that weak. So but let's let's the story in with the most depressing one from my perspective. Trump, new president, United States. Donald Trump. Trump signed an order ending Dei, it's kind of a misleading headline. But the headline goes on to say here is what it means for Fortune, 500 companies. So I think everyone knows by now that the Republican party in Trump are very angry, very triggered by Dei programs. They're trying to get rid of them. Anyway they can but, I I wanted to point out that the reality of the situation, this is a to multiple legal sources. This is from a A article out of Fortune, our pointing out that Trump's order an action, do not constitute a change in the law. So it doesn't, it does not, it doesn't actually mean. There might be more attention on Dei programs from from the perspective of the federal government, it doesn't mean that CEOs at Fortune 500 companies have to immediately dismantle the Dei program. I there is this misleading information. Going hard to believe is misinformation going on on our society map, but the tone of the message is that d e. I is discriminatory and illegal and that's why we have to get rid of it. That's not what's happening, it's just that that the current Administration is going to spend a lot more time, focusing, and they might not. So if you're The CEO of Apple and you have a Dei program that it's possible to federal government might spend more time scrutinizing. What your program does, what it's trying to achieve the data behind it, but doesn't mean it's a legal and you have to scrap it. That's the point of this story. To me. The worst part about this or the worst part about this, like, sort of, man, flake policy which is like all these antidepressant, diversity and equity and inclusion issues, right? Like the reason why you do this work, is because you have historically marginalized communities, who have not been included in the workforce. You basically have narrowed your talent pool down to largely white largely, Male cohorts because you have systemic bias against other groups. So the effort was to expand the talent pool maximize sort of, diversity, of skill, and execution, and risk, management, and thinking, and so cognitive diversity, all of those things, those are all good things. But could any of us inside of ESG? And I remember this being the case like five years ago when they started to crop up a lot. Could any of us inside of ESG, really understand what a chief diversity officers job was to do. So. The worst part is like it's almost like we clumsily did Dei as a reaction to hundreds of years of systemic problems in this country in particular, but countries that are largely white and run by men that have diverse communities in them. We clumsily sort of solve for that by saying like oh just make a chief diversity. Officer say that they do diversity stuff and then it'll be fine. No one will ask us any follow-up questions. It was all we said it was like a green wash at the time and now that they're shuttering it all. Now it's outrage that they're shuttering at all, but the man flakes are shuttering it because they were terrified to lose their jobs like They're terrified. It's like to realize that they didn't get their job by marriage. Yeah, I don't know that they're actually terrified of losing their jobs but yeah, I understand the narrative they're putting out there. I get what you're saying. But it's like every other about it sucks, it's like it sucked to begin with. It didn't necessarily like a attack the problem, but like, by having a chief diversity officer or like a diversity team, even look that didn't I necessarily solve the problem, but it was better. I agree with that having it Okay, but this is the, this is the this is my point of contention with all the, the crazies out there, all the Desiree fixers of the world. She's like my, you know, my least favorite anti ESG Crusader is is and I'm not look, she's allowed her point of view, fine. She doesn't like, he is, she the thing that gets me, Matt. Is that we're now in a place where it everything is completely knee-jerk. Everything is Mob Rule and nothing no decisions are based on a body of evidence to support a move or shift or change. So so what happens is that we hire a diversity officer say two years ago but we don't even let that person create a program to even make a difference. You know, he's like nothing. It's just everything is just so fast and knee. Jerk that we're not even eliminating these programs because the data is proving X. We're just eliminating them because we don't like them, and that's it. So, and and then the people were just saying, they don't work, the discriminator, they're illegal, and we just nothing is based in reality, more, nothing's fact-based. That that's what gets me. Yeah, I totally agree. I mean, having a like, like putting in place the diversity teams for most companies was a knee, jerk reaction to George Floyd. And now getting rid of them is a knee, jerk reaction to the man Lakes and it's like needed. At least they would have needed at least 10 years, to even start to make it. I mean, we're telling you don't solve systemic bias, exactly. Two years. Right? Like it. So that I'm saying, but that's all I'm saying to the boards of directors, who are already backpedaling on this and absolute cowards is. Why don't you let the program that you and your colleagues allowed in the first place to actually, come to fruition, get give it some funding, give it some support, give some public support, and then after 10 years, it, if you look, you know, if the date is proven otherwise, if it's actually upsetting a white guy named Steve in Decatur Illinois because he's worried he can't get promoted and that's ruining your company fine like will. But yeah, I guess we not cater to the white guy named Steve, you know, like everything kidding about that part. But everything in our country like, you know, they are, they like my wife's in medicine and they just, you know, we're talking about the Fact that they're changing the way they measure like body fat. There's a new, there's a new effort to, you know, discuss obesity and how you measure obesity. Because right now, BMI is really the only thing that you have But it turns out BMI was built off of Statistics from like middle-aged white males, in the Middle America, right? Like a six. You see a lot of different body types out there, and it does not apply to all genders, all Races, all like, it doesn't apply to everybody. It wasn't done statistically to do that. It was just done expediently with who was in front of and doctor that creates BMI. And to be fair to the people who started, it was just a starting point people and that's what, that's how I see a lot of this. I see this with the ESG data, I see this with Dei BMI, it's a starting point. We don't have to get rid of things. We can make them better. We can we can rear articulate a better version of BMI, right? We don't have to say, you are not allowed to study human health anymore because BMI was an 100% accurate, right? Well, I mean in that way, like ESG as it is a data set. It isn't it in ideology. And Dei is a data set. It's not an ideology. It's effectively looking through and saying, like what are the demographics of your company? And are they optimal or of your country of your region of region? We did studies back in the day, the mothership at msci. We did a study about, like, we looked at the commuting radius around office or Warehouse locations of us companies that had reported their demographics. We did that because we wanted to know, like, are you actually optimizing your talent pool, like if you're in Detroit, the demographics around where you are are very different than if you're in Idaho are very different than if you're in San Francisco. So you would expect to see the demographics sort of reflect the community that commute to you. And in the most, in most cases, what you find is companies actually don't do that. Some over optimized for one thing or under optimized for another some of it has to do with Who graduates? Who stays? Who like like. But the reality is, when even when you try to control for things like that, you realize there are inherent biases in the way companies just higher because if all the management is white males and they are tend not to hire people who don't look like them, that's just human nature and the reality of that is, you are minimizing your talent pool. That was the whole point. That's the data on this third, grade math, it'd be like it'd be like designing a bus system for a city and only asking one Tesla driver from an upper middle upper class neighborhood how he thinks that they should design the bus system for this. I we know, everyone knows this man, we've known this since third grade that that come on. This is like Common Sense stuff I was now. It's like it's it's doing it's so like triggering to me that this this whole Dei discussion. It's like hit this peak, like Because ornate, deer whichever one you want to call it because it's like now it's being driven by the to your point. The knee jerk of man flakes. Well, this is what what we talked about right before we signed on too, is how do we I asked you? Matt specifically, are people up as upset by this as we are like, when they see these headlines, how do they react and and what Behavior does that actually affect do, they Do they, you know, if they are invested in the stock, do they, do, they vote against certain things if they're consumers of the, of the brand? Do they change their buying patterns? Do they, when they get together with their friends and family? Is this a point? A topic, like the Super Bowl might be like, what? I just, I don't know. I don't know the answer these questions. I mean, if you were to guess though, if you unlike this is just purely speculative. But yeah, where to guess wouldn't you think the topic of the conversation is Super Bowl is but like the last severance? Well is I guess like inauguration day was all so Martin Luther King day. So it was a, it was a horribly, awkward juxtaposition there. But I'm saying, like 76% of the American worked forces White and the Dei conversation, probably not one that they're having. I think one that no white people are the same, but are you a very vocal minority of people that are making waves on either side of this? Country. Right? And the vast majority of people are just sitting in the middle, they want to turn on the game, they just want to have like they want their chicken to be freed and cheap and that's like there and then they're happy to just have like complain about how much Netflix cost now, right? Like, that's kind of it. Yeah, I don't know that's cynical but that's what I think. Yeah, you might be right, let's move on. I have something to say about in this story. I'm Gonna Save this Jamie dimon, CEO and chair. JP Morgan, he waited in the Dei, but I, I noticed that you have something a headline about this, a little later. So, let's, let's pause on that. The second story of the week I'm saying, I'm calling, can we stop pretending board and shareholder? Oversight is a thing. Matt, the reason why I'm saying this is a rash of these types of headlines and this is another sign but very troubling another very troubling sign about what's coming and I'm what's coming seems to be just being utter disdain for corporate governance, so let's call it. So here are the four headlines. I chose JP Morgan CEO diamonds to 2024. Pay Rises. 8% to 39 million dollars, Disney CEO, Bob iger's, payback package rights is 30% to 41 million dollars Barkley's Proposes 45% increase in CEO pay Goldman, CEO gets big pay Boost in 80 million dollar. Bonus it. CEOs, they've already been King. But now, all the chains are off Matt, right? I mean, who, who was gonna argue now against just paying these people like their Emperors. Well, we said, in our prediction show that this is the death of the accountability, right? Like, we've been talking about the death of accountability and that would be the end of governance. Like we've been, we saw it coming after the election and it's basically, like, it's been a long time for good. Nobody. Yeah, but let's not forget an election that was characterized as one that was. That was because of the anger of the American public who were upset about inflation and high prices and high rent. And so this is the other side of that, right? So that's why I gets me but that's why my mind, the two store. The Dei story and this are linked, right? Like is A GDI thing. Like a look over there, while we pay ourselves over here. Isn't that always what it is? It might be like, it might be that you're signing an executive order on Dei, just days after you launched a meme, big meme, crypto coin in your name, that has no tradable value except to make you a billionaire this while while you have, you know, sort of like all these companies bending over backwards to, you know you know, basically put on knee pads at the seat of trump and that might also, Yeah, that also is what does DUI story about is that you are trying to please Trump? And this is the one of his pet peeves, d. I programs and you never cared about Dei in the first place. You just thought in 2020 after the murder of George Floyd. You thought that the American culture was shifting to actually care about systemic racism. You, I think you're still right but but public opinion would say right now that you're wrong. So you're going back the other way. I said guys named Gus would say you're wrong. Okay. I'm gonna try to get in a better mood. That's my second story of the week is all these incredible boost to CEO pay already in January third story their week. I, I always promised to try not to pick anything related to Elon Musk, but this story just had a lot of legs this week. I had to pick it. I know you don't want to talk about it. I want to hear it because you don't have to vote for it. But I'm gonna mention it because it was everywhere. Monday. At the inauguration of Donald Trump would appear that Elon Musk essentially gave the Nazi salute several times. I mean, that's what it certainly looked like it to me. And now, of course, Elon is on his own social media platform making Holocaust jokes and look. We know this is who Elon Musk is, but this is a story that has legs. So I had to pick it for story. That I don't think. Like, I don't think Elon Musk is saying that he's a Nazi. He just yeah, I think he's a Schoolboy who thinks it's funny. I think he has no actual understanding of human emotions or like like the long trauma of people in this country and others of course, I agree with that. He's in it for the short. Laugh is a rich kid from South Africa. You're probably right. He's a fucking man baby. He's a man. Flake in the worst possible way, which is to say he was never popular in middle school. He got picked on and beat up and this is his opportunity to dunk on whoever wants to dunk on with, absolutely no repercussions. He is the tip of the, not only that accountability, know that be growing up in a part-time State. He was probably raised to tell to say to think that the people fighting for their rights were were crazy. Like, you know, that the black people in South Africa were that to me, isn't the point to me, actually? Well, here's the point is. Yeah, there are adults in the room who voted for his brother. And James Murdoch join the horse they vote for people. Hey, they repaid, this motherfuker and consumers. They're all just normal stakeholders consumers who continue to use x, if they don't, they don't actually believe or they continue to buy Tesla's. I just want to point this out because it made me laugh. This is a headline from the guardian. About this, the gesture speaks for itself. Quote Germans respond to musk's apparent Nazi salute. Some say it was an unambiguous Nazi salute but others are unsure and say focus should be on musk stated support for far-right parties for for the Neo-Nazi party in Germany. So I don't know I just made me it kind of a Sad. I don't giggle there that. Yeah, he's not gay. He might not be giving the Nazi salute, but he does support our Neo Nazi party, so they focus on that, right? I just a mess, just a, just a monstrous mess, everything he does. There's no point trying to parse it. The point is, is he an adult or is he not an adult and do you want an adult to running a a trillion dollar company or not? They had sales dropped the first time ever last year. No one like he's alienated so much of this country and Europe and all of his base markets that they don't want to buy his fucking products. Now if you're a capitalist and you're all about meritocracy, why do you tolerate that, why is that okay, why do you not divest, why do you not vote him off the board? Why do you not vote his brother off the board James for our company? And this show that is the question, right? Why not just one not just attempt to hold him accountable. Simple Bowl to me that if you are an adult, like if you voted them off the board, tomorrow, people would buy Tesla's again. If he was not at that company anymore, wouldn't you? But the cars are great. He is an absolute shitshow, man. Flake, I do not want to buy a car from him, but if he didn't own the company, he didn't make money from it. I would buy a Tesla. Well, it's what's odd to me if he was a high school student with all this important Behavior, he would be reprimanded in punished but he kicked out of the school but in the real world everyone's afraid because I don't even know why they're afraid. But anyway, that's Fourth story. The week is one for me. Here's the headline Starbucks. Lead independent director, mellody Hobson to step down. Matt, is this the only time in history that ever gonna see the words lead? Independent director and a headline. We're never gonna see this again. This is mellody Hobson's, is such a figure. I guess in the corporate governance world that we're even we're calling her out by her title. No, I mean, this is incredible. I really, I just think it's incredible. I but here's the, here's the other takeaway at Starbuck's there. No. More black people on the board and there are no more women in leadership positions. That's the takeaway at Starbucks. Well done, it's over, it's over. Purge you Starbucks now, you can say Merry Christmas on everyone of your cups. So I I had to I had to include this one because you know Starbucks Melody Hopsin always been one of my corporate governance favorites. And I'm just I'm just amazed once again that we had a headline with her with the title lead, independent director. And that's just that's amazing that this is if this is less than a three-hour show because now I have to pick a story of the week and yeah. No I looking ahead I I think we're gonna get out of here, I think it's gonna be okay, go ahead. You know what, I think, I think the story of the week is actually, it's not the Dei one. It's it's definitely not the musk one. He's the story of he's the anti story of everything. It is the the CEO pay. I, I really think that's a Really good pull. In as much as those are just headlines from this week. Right like well, did you see what happens? When a accountability is not taking seriously and when month after month, year after year, this, this backlash against ESG. Let's not forget G is part of vsg. This is what you get, you get directors and investors who are unwilling to do their jobs. I know I think this is Here's of investors, basically ignoring the power of their proxy vote. They don't, they didn't care about it. They don't fight for it. They don't care about it. They vote in everything. They vote. Yes. On everything that management says they vote. No on anything management doesn't say they don't want to look like they're just Odd because when you hang out with most people, they'll do everything they can to tell you their opinion about everything about about the about the game. About the weather about the food of everything about how well their Community is like plowing the snow whatever they want to. Talk at just they never want to stop telling you what they think is best. But in this situation you're right. We're suddenly all silent and and you know what you if you don't use your rights you lose your rights, someone just takes them away that you didn't use them. That does seem to be what's happening. When when the, when the largest market cap companies in our country are they seem to be almost all controlled by dual class share dictators, right? I mean, that's what you're allowing to run our world. You made an exception for the one and now, the floodgates are open. Let's try to speed up. Let's speed up the next one. All right, what are good list? Yeah, I have to start. I actually have three. I'm gonna go quickly. I have an oddball one to start with. I'm trying to become a more balanced person. I'm gonna, I'm gonna pick a good leads with Trump. In the, in the headline Trump has a message to CEOs build in America. A payout look. Oh, I'm happy. Just like I'm looking. For opportunities to not just hate everything that he does or the right does. And I, I am in a line on this one. I I there are a lot of manufacturing cities and towns in America that are just absolutely Left Behind absolutely depressing, places with no. Hope just bleak, And I I just have to, I have I gotta applaud this. This idea that we do need to bring back Manufacturing jobs or just jobs in general, good living. Okay sure. All right, moving on. How about this confusing headline for goodness the week? I feel like this serves a r. R platform very well. Our company voters, who back Trump. Identify new Swamp to drain corporate power. What this is what I keep reading Matt is that a lot of his voters and supporters are angry at corporations and CEOs and Boards even though their their man Trump is like, you know, he is the the CEO Whisperer. But it's just so confusing. How I really think in this country that I loved it. I just like, yes, I like that. They like that. Like, he's making them bend the knee, right? Like, if it feels like Corporate America bends the need to Trump. Now that getting 10 million dollar races, that's what happened in there. Well, I mean, when Trump, they're gonna lose their jobs. What how Trump supporters read proxies? I mean, how many people? I mean, know, maybe more after that headline, and my third had line quickly for goodies of the week. Trump's Doge department is now down to just one. Leader after Vivek ramaswamy steps that I'm just happy. He's got like, can I be happy about something? I love. I love that the department of government efficiency. Got more official and and lost a co-ceo. Yeah, they had a co-ceo two of the, the least, cuddly CEOs. And one of them's already did well, one of their co-ceos was like not qualified never done anything. Actually to like make money except take money from investors. The other one has seven fucking CEO jobs, right? So and he's one of the best video game players I guess in the globe. Yeah, it's awesome to be a middle school. I have two one. Is this is just this is literally I don't know why every time I see a headline like this, I just can't, it's just catnip for good, Microsoft signs, Forest reforestation deal to remove 3.5 million tons of carbon Noah, 3.5 million tons. I don't even know anymore. I don't care how much that is. I just love that. I think. Why don't we just plant turn everything back into a forest? It wouldn't be happier words and trees. And the reality is is that that I think science proves that. Yes. Actually, we will be happy, you know, for a fact and probably a lot of our listeners know that and this is what doctors have been saying for silver years. Now, you take a walk through nature like through the woods, I dare you to be like depressed the whole time. I defy you, it's just it does it, you're right? It doesn't have a calming therapeutic effect. It's true. And if that reforestation actually does remove carbon over the next decade, Feel like that's win-win. I'm happier and I can breathe, right? So that's, um, the second one I have is something that you alluded to. This is the headline. Jamie dimon is doubling down. On JP Morgan's, Dei work as conservative group targets Wall Street. Bring them on. He says, yes. Look says, let's fucking go racist, bring it. Let's talk about this for a second. The all the always beguiling, Jamie dimon, we've talked about Jamie dimon for years in the show. I love it but then I I right before the show, I pop open the JP Morgan's website to look at their operating committee. This is the 15, you know Executives at basically controlled the company, one person of color. Here, an Indian man who is in charge of, he's a CEO of international consumer and wealth. That's it. Although, some credit there, some credit that have the committee is are women and the same with his board about half the board, are women. But again, no, there's not a lot of people of color, the women don't have a lot of power. So I'm just confused by Jamie. I'm confused one person of color on the operating committee, but I but then again, I like the message. I like the, the pro Dei message. I just don't know if this guy is full of shit or not. I just can't tell. I don't think I think actually he's operating at the data set. I think I actually what he should be doing. I think I think like you what I like about this and Costco, right? Like I actually think there are places that operate with sort of like, when they do with things, they thought it through. They collect data, they're more rigorous about their strategy or the Strategic thinking. I think we are seeing is anyone who's doubling down on, Dei, which is basically Costco. And and Jamie dimon at this point, JP Morgan, anybody who's publicly doubling down and willing to sort of face any pressure around it, either just has deep moral conviction, which is possible unlikely, but possible or they've done the work. I think he probably did the work and he came out the other side and said, well there's value here, we're gonna exploit the value, that's what we're going to do, let me at least, just apply the data from free flow. Analytics.com to this story, which is that Costco actually, it does have a balanced board, the women have power on the Costco board. Okay, so it's true. It's not not completely surprising that they would support Dei, it's not the same case at JP Morgan, the women clearly don't have power. I think it's a minus 20% Gap. So if you're if you're an investor or shareholder or whatever listening to this show, here's your leverage to pressure. Jamie be like Jamie you brilliant but let's let's work on the some leadership positions on their board. There are I couldn't find a single woman with any meaningful leadership position on their board. Unless it was like, women control, the public responsibility Committee in the risk committee is to to types of tasks that are usually left with women right to clean up the mess that the boys make essentially. Yeah, it's bee mom and clean up. Yeah, right. So anyway, that's so those are the head, the good list. I'll just put trees. Yeah. It's 100%. I don't care. Hey, can't be anything else for the others. Are you ready for? Oh, as holy, I'm always ready. Yeah. All right, go, let's do this thing. First up is John Deere? Oh God wait, we talked about them, the past. What's new? Okay, what's new is they have a new proxy out and a new annual general meeting coming up. So this is a message for John Deere, John Deere, got it. And instead of sticking up for yourself against a pretend journalists was Zero credibility, who's basically pretending to be any ESG analyst and really started book. Yeah. He's really just like an anti game. Middle school boy, right? Yeah. He said nothing. He's nothing. He's no really, no, he's he Does not have the background for this fight. No. Like forget background. Rather than anger other than anger other than getting retweeted by Elon Musk. He was nothing like he was, nobody still is nothing. Instead of sticking up for yourself again, Tim, you caved, you cave to him, you caved. And now, in your proxy, you have not one but three shareholder proposals about DDI. Are they how many are from? How many are from the national legal, whatever, Center Paul policy? Well, there are two of them. One is from the national legal and policy Center. Eight shares of deer. So they're not doing this for their economic interests, but they're doing this, but to be clear, we're data analysts it's more than six shares. Your math is correct. I can check that for you. The other one is the national Center for Public Policy research and they own which is their dirty hateful cousin, you know? Yes yeah it's it's it's there. They're ugly. Uncle they own 2000 dollars worth so good for them but there is a third From Boyer research. Do you remember boy? Oh yeah, unfortunately, I do. Yeah, they own a hundred shares and they're the providers of ISS ESG skeptic policy. There they're the the hateful alternative to normal investing. You want to know the Deep research team, a boy, or research on the Deep research team, a boy or research our five people with the last name. Boyer, and two other people. That's not, but wait, wait, stop the stop the recording for a second here. What about the meritocracy? I don't understand. That's they all got their news. Yes, they just happened to be related. It's the same with Robbie Starbucks. Right. He had a long legal career, a long career in ESG along is like diversity, issues and journalism and that's how he it's the Merit of his background that led him. Be the leading voice to argue against programs that benefit large swallows, right? He's an academic who did the research first and then it wrote a paper. Got it. Got. All right. So here are your here. Are you? This is what you get John Deere. Here's what you got. You got there's, there's a fourth proposal from as you sow who has 26,000 shares that they're voting on, but they were just ask for a shareholder proposal on a report on racial and gender hiring statistics is National legal and policy Center. Okay, we know what that as you. So ask for a report on the effectiveness on efforts to create a meritocratic workplace. In fact, the guts of what as you show is asking for is a report on racial and gender hiring statistics. That's what they're asking. Sure. Yeah. Just they're getting two shareable proposals. On the same thing, we want data, one wants dated to show that you're not discriminating against white people. The other one wants the data to show prove that you're actually hiring on meritocracy. Using gender and hiring statistics, right? So they're asking for the same effect of data, in fact, John Deere was so clever. They know, joke, copy. And pasted their response for each one to the other. Oh, nice. That's the same responsible. That's the meritocracy in action. Yeah. Copying pasting. And John Deere because you're so fucking cowardly. You only challenge, one of those two to exclude it from the proxy. Can you guess which one? I think it's gonna be one that ends with owning 20,000 shares. Yes, correct. They they actually pushed back on the group that That is representing a real economic interest in John Deere 26,000 shares. They push back down as you sell, and the other ones, they're letting go for a vote. The other two shareholder, proposals include one asking for a new committee. On the board to show how committed they are to making money. That's not a joke that calling it is a corporate Financial sustainability report, which makes it sound like sustainability. But what they mean is, how like, how much money are you going to keep making for us sustainably? And we want a board committee to oversee that is just absolutely childish. Juvenile. And the second one is a proponent on that one. That one's National Center for Public Policy research. Got it. Yeah, and the Boyer research, one is basically asking for a report on whether or not they discriminated against white conservatives in their philanthropy. That's why because they're donating to Frederick Douglass know. They're donating to like a subset. They have a foundation that like Works in sub-Saharan Africa, did you farming? But they're like, well, you once like mentioned the Human Rights Campaign and Southern Poverty, Law Center says that white conservatives are hate groups. So did someone did one of their Executives once say something nice about Martin Luther King, that, that seems illegal to really, it would really piss them off. Yeah. But no, John Deere what you thought was. Oh if we just cut our Dei stuff because because man flake told us to Mia. Put out a press release. They'll probably go away. Like the everything will be done. We don't, you know, we might have been a couple of like black people or gays or whatever but like it'll go away. It's a new cycle, it's fine, you were wrong. You're bored was wrong. Your manager team was wrong. And you know what happens when a middle school bully? Takes your lunch money. Because you don't put up a fight. The next day. They want your lunch money. Again, you don't go away. Yeah they don't stop fucking bullying you because you're a coward, they bully you more. If you had grown a spine like Costco had, in fact give Costco a call ask him how they did it because if you had grown a spine you could be here not with four separate fucking Cheryl proposals that you have to spend, you know, your time writing like trying to exclude or riding against or whatever. About the same thing, instead, you could just move on with your life. Well, you might want to call Cost go anyway, because they clearly it's a business. It clearly knows what they're doing. Maybe they'll sell some more deer products for you. Oh, good point. I like that. That's a good idea. All right. So, John here John Deere. Yeah. Number two, The proxy vote at Air Products. Yes, there is a proxy contest. Mantle Ridge, brought a proxy contest against are products, right? Mantle Ridge. Is that it? That's right, mantle Ridge, did that. So here's what I looked at, okay? This is all data. This is all free flow, analytics data and it's either on freeflow analytics.com or you can get it by contacting free flow because they sell a lot of the, you know, like, why? Yes. But if you don't get it reach out, reach out and let's talk about it. But go, let's talk about are products, they're bored. All right, because this is an activist investor walked into are products. Made a case that they were underperforming. They need to flip the board. And here's what are products board looked like according to data, real data about these people individuals Only three directors on the board have badod under 500. During their tenure on Air Products on anything. On two have been on. Two of actually bad under 500 across all the boards they've been on in the last seven years. So these are not dramatic underperformers. They're pretty average, they're not under performing. The 80 year old CEO of Air Products has been on the board since 2013 and he has. 32% influence. Kissimmee Kissimmee Kissimmee. Yes, there are 81, current directors that are 80 years old, or older with more than 30% influence in the United States. 21 of whom are CEOs. Okay, meaning he is one of, he's one of 21 CEOs in the United States who are the same age as the same amount of power or more. There's all Market capsized. Not just large cup. All marketing. All got it. Got it. Of those 21 Old powerful CEOs, 12. About just over half of them are worse than Kissimmee on TSR and earnings. Meaning he is average. He's the middle of the pack, he's old and powerful and average relative to other old powerful guys, right? Yeah, 22% of the Air Products board are connected through other directorships interlocks Okay, there are 900 us companies with a higher degree of interlocks. 12 of those companies have directors over, 80 years old with greater than 30% influence, meaning There are what I'm getting at here. Yeah. What are you getting at? Help me out. There are. Over a dozen companies that are worse than Air Products, okay? Okay. Right now in the data that have been worse for years, underperforming boards, highly interconnected boards old, and no succession, you know, like a plan necessarily articulated with CEOs that are old and Powerful. But Matt, but if an activist investor doesn't say something about those companies, are we allowed to care? Well, here is what drives me. Here's the fucking ass holy of it. Go ahead. What the fuck does ISS and glass Lewis? Do all day. When this is what they wrote about Air Products. Only after mantle, Ridge takes a position and makes their case mantle Ridge reaches out to ISS and glass Lewis after they make their take their stake and make their case and it gives them the presentation and they have a conversation. This is what iss wrote with that said, one must acknowledge the reality of Gee's age. And the board should have a robust strategy in preparation for his eventual departure confounding. The board appears to have seeded control of deciding to semi successor to Kissimmee himself. How is that different from the 20 companies that I pulled where you have the exact same age person with, at least as much power? Well, not only that Matt, but looking at our data, there are three men all over 70 years old, all been on the board since 2013, who have a combined influence of over two-thirds. I think it's like 67% so. ISS where were you to weigh in? On this matter before? I mean, clearly there's a triumphant of power here that controlling succession controlling everything. Where were you before to break up that power? I don't understand. Oh, I just don't get why it takes an activist investor for ISS to start having thoughts. Like Eagan Jones wrote. We firmly believe that are products, unsatisfactory performance stems in part from mismanagement in the absence of effective leadership to guide the company, what now, what Miss, what performs they talk about, share price. They're talking about like, some Capital Investments, some, you know, like whatever. Like they list a couple of these things. How is this different from last year? They make the Investments all between mantle Ridge? And now this is our new mantra, right? Why are we waiting and for an activist investor to throw at a tantrum to actually start the worst part? Yeah, this is why the proxy vote trees me nuts. Here's the headline. Are products. CEO unseeded from the board activist investors my dreams seats. Yeah. So they, they removed him from the board, so he can't be involved in succession planning at the board level anymore, and the activists and mantle, Ridge won three seats with their own slate of directors. The point here is, if you use data like an adult in capital markets, you wait for mental Ridge. To point out that this guy has too much power, and they're not performing. Well, you can do this yourself. Wait, what? I don't. I don't afraid of. Who are they afraid of? I don't, why? Why are why are Places voting against these people. What are they waiting for ocean? They, it's like they need permission from like an activist investor. To actually do work recovery is done. You and I are two idiots with it, like database from freeform analytics, who I did this work. Last night, I found the all these companies. Last night, I could do the research in one night to identify 20 companies that are almost exactly the same position in terms of their the board makeup, the power structure, the performance Dynamics at the board level and then if I took another day to look at some of those companies and some of their, like, strategic decision-making, I could actually have a really cogent argument for a couple of people to vote against in this year's proxy and I could do it in the effectively one night. I am one guy. These are places that have teams covering thousands of companies and they are doing it badly because they don't have the data. I don't understand it at all. I really don't. While Damian's gone since I'm still alive streaming here. if you're an investor, I wanted to talk to you because Damien's not here. If you're an investor, the data exists. You don't have to make decisions in the dark. I actually know stewardship team, I've talked to a lot of stewardship teams, a lot of analysts at the analysts level who tell me all the time that they would love to do more. If they just had the time or the resources to do it, I know that stewardship is looked at as an expense, not a source of alpha because really what you're doing is you're kind of playing defense, right? You're you're effectively stewardship is about protecting your asset. That's a defensive stance. That's not offensive. So when you end up in a position, where a portfolio manager says, why we spending money on this, it doesn't generate Alpha. The fact is it's really hard for you to go out and say, well, we're avoiding losses, right? Because it's hard to prove, you can't prove the negative But there is scalable data that exists to do this. There are methods to do this, it's 2025, you don't have to rely on ISS waiting for, mantle Ridge, to take a position in Air Products. Before anybody has an opinion about a board member or performance or switching, a board member, or anything like that. The fact is you can do it now. We're doing it with a team of two, two and a half, right? Re, you know, is is we're still working with us doing a lot of This research, we pump out this data all the time, it's half. It's on a free platform. We can actually see it. It's infuriating to think that in an age where accountability matters more than ever especially as you have a group. I mean they're calling it The brolic Archie in this country, right? But the whole world is Shifting in a way where we're sort of seeding control to a very small handful of millionaires or billionaires they're millionaires. No one's eating it to millionaires, billionaires almost trillionaires, nearing trillionaires, receding control to a very small handful of people. It's been happening over decades but it's really sort of like effectively the populist vote is pushing it. Even further. Accountability matters more now than ever. And if you don't want to be seen as not holding someone accountable, you want to talk about the meritocracy? Meritocracy, can be a number. It can be. How did you actually perform during your tenure? You know, we'll give you three three years. How have you performed? How have you added value? Can you prove that you added value? What is this team look like? What are the skills on this team look like you could do all that you could do that analysis right now, you can do it for 9,000 companies on Earth on a database. That's free. We have the data for 90,000 active directors and 220,000 directors in like over the last seven years. The, who the hell are we? We recognized that there was an opportunity here to build something and we built it, so that's the end of my rant Damien sign him back on. And we can move on with our assholes a week. Keep going. Are you back Damien? Keep going. Oh, I'm going to do, I'm going to do the next one. I I gave a pitch for why investors should be using data? All right, so that's number two are products. Proxy vote number three. Will hilled of consumer research, consumers research. I remember this guy, this is another one of this is like the second cousin to the National Labor, public policy research. You know, it's like it's like all like a weird inbred family because they all get funding from the same places. Sure, here's the headline. NASDAQ files to withdraw mandate on diverse board directors. After court defeat So NASDAQ had a rule about diversity on boards. They lost in court that that basically, they couldn't have that rule, the reason being, it didn't conform with the sort of exchange, you know, rules set out for, you know, nationally recognized organizations for exchanges. And they are forced to revoke that rule. Here's what will hilde said. Are you ready? Quote. Yeah. He was pleased to see the exchange quote abandoned its anti-white anti-asian and anti-male discrimination scheme. That's what, that's what he took away from their diversity, mandate, and Taiwan anti-asian 24,960 directors, in the United States 17,453 are male. They have the average influence of 1.4 women. It meaning, it would take about one and a half women on a board to equal one dude in the United States. Okay. Yeah. See, all white and Asians are 83% of directors White and Asians are 83% of the US Workforce. Meaning, what discrimination? Exactly is happening for whites and Asians. However, that is the question, rights and Asians are worth 1.4 times the influence of everybody else. Sure in fact sure will hildie's most discriminated group white Asian male. Is worth on average 1.8 times the average Black Or Hispanic woman on a board in terms of influence and Power. What discrimination are you fucking talking about? You big, baby. What do you talk about other way? When you talk about Will Will hill? Does I say his name will Hilltop? Yeah. Well held it's not. It's actually you should call him his real name. It's will Hilda. The third just so you're aware. Oh, I didn't know. He was a third. Oh, he wasn't wearing just so, you know. You should use his proper suffix. I don't really want to spend more time talking about this. Idiot. Did you have anything else to say about him know? I don't that's it. He does make a good living. He makes 300 thousand dollars a year at non-profits multiple nonprofits. Oh doing this talking about this. Well he's trying to fight. He's fighting back for the the glaring lack of white male power in our in our country, man. He's still there has been in fact when you look at the I'm looking at the president all the presidents of the United States, you know. Do you know there was a black president, we had a black president that's just seems like We've gone too far. No, I mean, the day wouldn't the data suggests that and the last three presidents. A third of them are black. There aren't 33% black people in America, are, that's true over the last week. We've gone too far, we have gone. I'm just using the data here, and, and we did have a woman running for president. Just seems like a step too far. I'm just, I'm just gaming out the data in my head here. Actually, if you do the math and many women have run for president, so like which seems like we're going crazy. He was little stuff. Seems little woke. All right. Those are three asses here, proxy voted Air Products. I mean, John Deere. We've talked about Several times in the past. John Deere again angers me for this reason alone, you could have just taken the nonsense that came from Robbie Starbucks and said look, we have a very small percentage of our stakeholders who actually don't have any expertise in this area who are angry at us. For our, some of our programs that we've we some of our corporate level programs. So we're we're gonna acknowledge that the anger that comes from both sides and we're going to spend some some time, you know, looking at the data and seeing how these programs are being run, and what we can do about them to improve them instead of just bailing because someone with absolutely no expertise, right? This is what makes me just question the sanity of any of this. I mean, there's no. Is this another thing about Merit, talk or see? I, I because anyway, don't I don't want to get down this road. The second one, This is another one, you talked about a lot what are investors waiting for, right? So this is our new thing is that I guess they're waiting for an even louder activist investor to say a thing before they are allowed to say it Mission from Daddy. I don't know. That they're Piggy and they're piggybacking off of their actual research because I guess the people ISS and glass Lewis, don't do actual research or they're not allowed or that theory. I don't I mean ISS and glass Lewis, why? Let's talk about the meritocracy. Why are you hiring these people in the first place? What are their credentials that that suggests that they are that they do research that leads to conclusions like voting up, people are products because to Matt's point, they're not doing this, a normal quiet years. They're only doing this, you know, when activists and investors get angry in the third, as a will Hill, the third, I'm gonna go for, will the third oh really! Wow! I wouldn't have expected that because, you know, well only because there's just not one thing I do appreciate about this show. I know can be long-winded and ranty and maybe we're overdoing it at times, but The what I don't see is other people spending as much attention that we do on places like the national legal and policy Center on people like will Hills. I think more attention needs to be paid to their juvenile level of hate and and and and and boy flake. Which you call a boyfriend man flakes. Yes, there's enough need to be called out more. It's just it's crazy to me, it's just crazy. So that's my vote for us. So the week. All right, let's do headlines and predictions and get out of here. Can we wrap this up? Yeah, I think we ran it enough for headlines seem very similar. I my headline is Velveeta just made nacho, cheese, you can stick in your pocket. I'm deep out on that. I'm serious. It's called Vel to go a pocket-sized packet of nacho cheese. So maybe this is what Robbie Starbucks should be angry about is that woke or not because because this is what the meritocracy is led us to is let us to like Pockets, a little packets of obesity Pockets. We don't do we need this. Wait also is is the cheese, is it can they legally call it cheese? Don't they have to like call it like cheese, right? I think they can't legally call cheese because it's not cheese. Well, I chose one. That's crap times that they owned Velveeta. Yeah, go ahead. I chose one that just made me giggle because if I leave out the last four kind of words in this, it was just makes it made me, giggle, Mariott Alex, Taco, Bell, CEO to board of directors. I just like Marriott Alex Taco Bell, that's there's no people involved. It's just a company Alexa another company that's all I like that. Yeah, maybe giggle, I don't, I don't, I don't really get the overlap there, I don't know why Marriott needs. Taco Bell, CEO on their boardroom. Maybe in every Marriott for their breakfast buffet, it's going to be chalupas or whatever. Well, thank others, still private bathrooms and all those Marriott Hotels. Lawyers won the week. I mean like As Trump was sitting on the day, it's like signing executive order. After executive order wasn't like 40% of the law firms in the United States. Just like high-fiving the lawsuits. They knew they were going to file against every executive order. I feel like they won, doesn't they aren't they? What was confusing back because our high percentage of law school graduates now, aren't they women? Yes. I mean it's by far the majority it's not great, it's not great. If you are anti speaking of meritocracies, speaking of meritocracies yeah My winner of the week. Is the security team paid to protect Tim Noll. Who's Tim Noel. Tim, Noll is a new CEO at United Healthcare again. He's a named executive officer UnitedHealth Group but he's the CEO of the subsidiary. So he is Tim Knowles been hired to replace the murdered Brian Thompson. Matt, this is security team not have the best negotiating position. Oh, right? I mean can you imagine being Tim Noll? What about? I just can't Knowles like Leverage like they're like would you like to be the new CEO of health care? It's like, yeah, no, he's a long time of United, right? Like, which is not. Yeah. Not a great thing to be anymore in the public eye, but this is actually sadly. That story. Got no play. All right, what do you? What's your prediction? Predictions. Mine is another obvious one. I know you don't like these like serious predictions that seem obvious, but but mine's very simple based on some of our top stories of the week is that compensation committees are going to go buck wild in 2020, just gonna All the chains are off the just gonna, like, just bunch of dumb. Trump proof bonuses, just a bunch of like accountability is dead bonuses. Just, let's just go back to the good old days even though the good old days are now and every year, because you'll pay goes up every year. But hey, let's just go a little extra credit. Well, you're not wrong, it is lame, and you are right. All right. What do you show with this prediction? There was a story about how ducks Instagram was, like, blocking all sorts of new stuff, adding Trump, Tier Instagram feed like blocking searches for Democrats, Zuckerberg's new algorithms, I think will actually start automatically appending the word boobs to every user search, no matter what you search for, okay? You want like yeah, fancy dress, just add the word boobs at the end except when you search for Democrats because they blocked the search for Democrats if you search for Democrats, it also replaces the word Democrats with Oops. I think that's so interesting. What middle school? I like where you're going here. I like we're just call Robbie Starbucks, see what he thinks about this? That's all we got. That's hazelnut Rallis. I'm your analyst home at Scotty. We are free float. We will be back next week. With more of whatever it is, we do, we keep doing it, you keep listening to it. If you want to hear something specific, reach out to us for once someone tell us something. Yeah, we'll create, we'll create a show just for you, just for your investor group, just for your just for your personal pleasure, until then, good. Bye.