Transcript
oh, it makes you feel good. My face is numb your, your face or your whole body is numb. Well, I got right vaccines yesterday. I'm trying to act like a normal human being but I can't. Today I just can't. Live. From an ESG flavored election Booth Jeremy pen cap. Did you did you vote today? Did you use a pen that you touch it? Jeremy pain. Yeah, I there's no cap on it though. You're okay. So all new terrific Tuesday edition of business pants, joined by analysts whole map mascara. De whoa, yeah. Look at my little voting stickers. I did it already on today's election day, Phil director Emeritus box called November 5th. 2024. A true ESG. Election day headline game? Yeah. Is this just a distract us from the election or make it worse? It's a little bit of both. I don't know how I feel about that. I already feel ill my. Everything my whole body is numb. I'm like my face is about to defecate as I just feel horrible. Oh no, please I hate today. Our show today is being sponsored by free flow analytics.com. The only platform measuring board power connections and performance for free. That's why right? Really nice segue into ad copy my face feels like it's gonna defecate. I hate today. Our show today is being sponsored Bill. Well, let me ask you this, if the worst happens, today, will free. Full, analytics.com, still be available tomorrow for free. It free for analytics.com. I'm I think if the worst happens, I'm going to make everything, like, I'll just put everything up for free and and put a sign outside Switzerland. Or wherever now, I hear that the data nerds are currently acquiring a bunch of non-profit board data as well. That is correct. So, this is what we're coding now. So if you're listening to the show, if you flow, analytics is not a defunct entity that just Sits on its Laurel's. It we are coding. Yeah, we're not really Connell. We are. We're not, we're not a chair Emeritus. We we are coding. We're taking every United States, nonprofit that files at the IRS, the boards of every nonprofit, and matching it, to the BIOS and director names of every publicly traded directer. So we can get a complete map of not just like where they sit on a publicly traded board but every nonprofit that has to file with the IRS, It's a massive undertaking. We're the only ones who are doing it. Are you ready for your election day? I don't know what this is. This is what it is. I'm calling this. Who would you rather be or vote for? I don't know, man. I'm gonna headline. I'm gonna present a headline. And then, I'm gonna pick a couple of people that go with the headline and you're essentially going to vote for who for the winner or who would you rather be or or who's the winner or however, you want to say, you're the voter. You're the election day ESG voter. So I'm electing the winner of each of these quiz. Sure? Yeah, these are all based on real headlines over the past few days in our corporate governance CSG World, okay? It's it's not a confusing quiz at all. Well, that's right. None of them are. Come on. All right, here, the star at the top. Let's gotta we have game show music. No, because it's not a game show we day. It's election day, it's election day. It's we gotta take America seriously. What waiting for? I just, I played the music. You know, you go. Yeah. Well, thanks to Riverside. I didn't hear the music. All right, here we go. One of the favorites on this show. Home Depot, co-founder favorite co-founder. And, and Famous Republican donor. Bernie Marcus dead at 95. Oh, that's sad. Look right. Well I before I get into the, the vote here. I wonder. Do you think you got to vote before he died? He's a, he's a very famous Trump supporter. Matt, he endorsed Trump in November 2023. He was that far ahead of the Trump train. He was waiting. Give me some context. He also said two years ago that nobody works. Nobody gives a damn just give it to me. Send me money. I don't want to work. I'm too lazy. I'm too fat. I'm too stupid blah. That's a quote. Yeah, that's the, Bernie Marcus. That we all know. Where is it? Where is he? Where does he live? Where is he from? Is he from swing state? Because otherwise, his vote doesn't really count does. Well, where does do we know we're Home? Depot was headquartered, I imagine, I'm guessing it's a red state. I think it's like New Jersey. Okay. Yeah, I'm not sure he would live there. Anyway, I'm seeing Georgia as the headquarters, the current head, oh, swing state and maybe does live there. Oh well, we don't know. So, yeah, so here's a question, Matt in honor of Bernie Marcus Dead, who would you rather be? Who would you vote for lead, independent director at Home. Depot Gregory Brenneman. Okay, so, okay, so, he's a lead independent director. I use that in air quotes, CEO, Ed Decker, he's already on the board, okay? He's the so there's already a CEO and chair, okay, so someone's already running the board, not much of a job. Yeah, sure. And he doesn't have to sit on any committees all other independent directors at Home Depot sit and at least two committees, but he doesn't. So he just shows up to the board meeting Scott. He made almost 400,000 dollars in Pay last year to meet only 11 times. Wow nice and he was only one of two directors who didn't even give to charity as part of the boards matching charitable contribution program. So he doesn't really do Much. I mean he's not on a committee, so like he doesn't have the little extra that comes from the committee to give to the charity, I get it, but according to our data, he has a little bit of power is 14% of influence compared to the CEO who has 25%. He's a little bit of a voice. So that's your first choice. The second choice is direct your Gerard RP who made over 300,000 dollars with no pressure. Only 3% influence. He has no leadership roles. He sits on a couple of committees but there's several other directors on this committees. Yeah, he doesn't even have a real job says, he's been a partner in Emerald Creek Group since 2012 and that but the direct the BIOS said that he retired in 2011. So that's not a real job, I guess. Emerald Creek's website is great. By the way, it's a picture of an Orange Grove and there's a new section as the company, but the company has a new section and I, I'm serious, the last listed event was from November 2011, when he joined news, who would you rather be lead independent director of Home Depot Gregory Brennan or a low influence director. Gerard who wins. Who's actually hard like this? All right, we vote. For if I'm voting, I am voting for, I want a little bit of power. I want to be RP. That's who I want to be. I don't know. I don't want to show the statement about how great Bernie Marcus was. I just want to be like the cosigner on the board who? No one cares about. He's on the nominating committee, right? Like so with four other directors. It's like who's he really? He's not nominating. Anybody. He's no leadership roles. 300,000 dollars. No, he The only reason why I would have picked brennaman would have been, I only meet 11 times. Instead of the nominating committee meets an extra six times a year, right? She may have to say a few things, you know, not really. Just have to say yes. So I'm gonna go with RP and I think that's the correct answer I elect. So you see how this goes, you see how this election goes? Yeah. No. It's it's riveting. Yeah, let's keep going from their Meta. Meta platforms. I don't like this already permits. Its AI models to be used for US military purposes. So it's gonna let Contractors working on National Security to use its artificial intelligence models for military purposes. It's all going to work with the fence contractors such as Lockheed Martin in Booze Allen. Now. Meta's move is an exception to its acceptable use policy, which forbade the use of the company's AI software for military Warfare nuclear industry. There it is. Yeah. So this this isn't matter what universe, is it? A wonderful world. So this is exception is as soon as we get a military contract, then by we, you mean you mean Mark Zuckerberg one of the two people up for election. Yeah, so here's the election, he's up for election. He's the election. Who would you? Who would you vote for? Would you rather be met at platforms Emperor? Mark, Zuckerberg. We know all about Mark Zuckerberg, right? Yeah. All his power and wealth, or how about meta-director, how about John Arnold who has only 1% influence? Um, he's the guy. He's the guy the former Enron guy, he got the red rods. Biggest bonus ever, 8 million dollars. He makes about a half a million dollars, annually, to sit on the meta platforms before. He also received initial Equity Grant worth about one and a half million dollars. Although, I will say, he doesn't really need the money. He's he was supposedly the youngest billionaire in the US as of 2007. So who would you rather? Would you voting for here? There is no way on Earth that I want to be Mark Zuckerberg. Like there's not that's not even a thing. Yeah, being John Arnold, the ultimate troll is being John Arnold. You were the guy who left Enron as it collapsed with 8 million dollars in your pocket and somehow you are sitting on the audit and risk Committee of an International Airport. That's yeah, that's fabulous. That's fabulous. The correct answer. And only answer is John Arnold. There is another answer. Let's keep moving. The next headline, Boeing Union. Approves new contract ending That 59% of members, say yes to a contract that will raise wages more than 43% over the next four years. There's also a ratification bonus of 12,000 dollars Yeah, you know, you big win, right? For the workers. Well, here's what concerns me about. Yeah, go ahead. Only 59% voted for it. Now what they didn't get was I will say what they did not get was, they wanted to restore the company's Pension Plan, pension Frozen, a decade ago, but they You know, I guess some of the workers are getting a little nervous that this is never going to end and they voted for it, but 59% of them. Which means like, in a way you could say Kelly, ortberg one here, right? Because he didn't give them what they wanted. But he did, he had to give him something. It was inevitably. He was gonna have to give him something, but he did, give them exactly what they wanted. So, and they were unhappy with it, right? I will say this. It's been almost two months Bank of America analysts. Estimated that Boeing was losing about 50 million dollars a day. Ooh, so are you really sad? If you're going because you just raised 20 billion dollars from the market like that, that was the fact that everyone there doesn't know how to make a plane. Well, Matt you've set up this election perfectly, this is who you voting for. Would you rather be current CEO Kelly, ortberg who some you know, inherited this mess and gets to continue being the CEO of Boeing or how about four Mercy, CEO, David Calhoun? Oh no, this is the step down. Who got the step down when he felt like it and got almost 100 million dollars in total Pace since 2020. Oh no, I don't like either these choices. I don't want to be. Come on the Only want to be Kelly, ortberg and no one wants to be Kelly oreburgh, right? Like you have to be Dave Calhoun because you don't have to deal with any of this. And you made it 100 million and he might as well run for president. He, I mean, right. I mean after everything he accomplished about right president? Yeah. All right. I'm Dave Kelly and my worst nightmare All right, let's move on to this next headline Kroger, the company Kroger finalizes a 1.4 billion dollar, opioid crisis, settlement. I kind of forgot. This was happening. I can't believe there's still settling this. Of course, under the agreement, there was no actual admission of wrongdoing or ability. Why would they? But they did agree to pay. Over 1 billion dollars over the next 11 over 11 years, 100 million dollars a year. How much what's the how much do they make? I don't know why they couldn't. I don't know why they couldn't get that at all once. Oh yeah. it's, this is Increasingly bad. So okay, so here's the election. Who would you rather be current CEO and chair Rodney McMullen who's been there since 2014 ostensibly? You know responsible for all this. He holds over he holds 350 million dollars in Kroger stock has been paid almost 100 million dollars since 2019. He still receives shareholder support of 92% of the last election so no one's blaming CEO and chairman would you rather be blame vote for him? Or how about the chair of the public responsibilities committee? Oh no, that meant a whopping three times last year. She's been on that. She's been chair of that committee for four years. She's been on the committee for nine years. That's director. Emeritus of Mackenzie and Company Nora off writer. She had a career at McKenzie. She holds three million dollars in Kroger stock. Matt, she makes 300,000 dollars a year on the sport and she got the support of 98% of shareholders lives this year. So who are we? I don't know who's to blame here, but who would you vote for? Well, look, the public responsibilities committee did meet three times, so that covered all public responsibility that Kroger has. So, no wonder why she gets to support. I'm going to be Rodney McMullen here. I'm going to be CEO and chair. I'm pretty sure he goes. Home and gets to say, he got away with one, didn't he? It's not exactly like their claw back, his pay, right? He made as much since 2019. As they're planning on paying out every single year by himself like in. So in a five-year period he's made as much money as they're going to pay out to people who are dying of opioid, like above this. That's insane. How about this, you know, how the SEC mandates that the companies release a CEO pay ratio. You know, and every proxy statement. Yeah, and just in just in dividend payments alone. Last year he made 600,000 dollars, which is 20 to one more than the median, worker. Just dividend payments. Write 20 times more than the median worker. Yeah, I chose right this time. Yeah. All right, let's move on. I don't think you're gonna like this next one. This is for our 2024 election day. Trying to Get over all the nausea that's coming with this election day by how giving you a quiz. Matt, here we go. Here's the headline. Elon Musk. Oh, I can we just skip it now? I don't want to be anyone and I'm just reminding people that he is the CEO of Tesla. Just reminding everyone. Yeah, I heard that somewhere. Elon Musk and X are the epicenter of us election misinformation. That's the headline false or misleading claims by Elon Musk about. The US election. Have a mask at least two billion views on social media platform X this year. According to a non-profit group Center for countering digital hate. So, here's the, here's the collection Man. Who Would You Rather Be Who Are You voting for someone? Who drives a Tesla or someone who drives? Literally anything else, there we go. Anything, including the vehicle. From this headline guy makes Dodge e bake e-bike from 130 used Vapes, to make point about E-Waste. Yeah, I want the e-bike, I would take that every single day everywhere. Can you imagine still driving a test, though? That's my real quick. If any of our listeners, you made a plea for some of our listeners to respond last week and what cost, a few of them reached out we did get to reach out. Do we have? Any do we have any listeners that want to admit? They still drive a test load, please reach out to Matt cars are like, you buy it, seven years ago, and you were excited about it and you still own it now. And now it's still, you can abandon your lease. I actually people do not sell it associate, the widget that they have with people, right? Like, that's why Need free flow analytics. This is what we're trying to do here people. If you're listening free flow analytics, sponsor of this show. Make an app. So you can go into your local Target or Walmart or wherever and you can scan every product and some dope space comes up. Who is getting paid by the company that makes that product, then you'll have some sort of association with it, right? Like, then you'll be like, wait, that's the guy I'm giving money to, that's not great because I think people don't don't truly associate musk with the product. They say, the car is great, he's a crazy person and and then they can justify because the car is great. Well, look if you're, if you're a communist supporter and and that's your and you still drive a Tesla on, that's your attitude. Like, oh, we just a crazy person. You're you might want to come over here all the votes she can get. Can you just keep it down? Teach you a lesson. All right, three more. I only have three more. Yes, the election. Day quiz or whatever. This is game or all right. The most exciting board in our universe. Over the last month is definitely been at Southwest Airlines, right? Everything happens at Southwest Airlines board. Here's the latest headline, Southwest Airlines names, Rakesh gangwal chair following Gary Kelly quote, unquote retirement? Is that real? Yeah, what tell me why? Tell me why you reacting like that? Because that guy is the guy who bought a tremendous amount of Southwest 100 million dollars worth of shares. Yeah, get on the board in the first. Yeah, now he's friends with Gary Kelly and Bob Jordan and to be clear. Gary Kelly is not going anywhere. He's just moving his chair over a little bit because he is, he is now that and it's right on the website. He's when you, when you search on Google for Southwest Airlines board of directors and you go to the investor relations page on Southwest Airlines, Gary Kelly's, picture still All there. He's the chairman emeritus. He's still on the board. Can you list maybe the the banner companies that Rakesh gangwal has been on the board of that would make us? Think I love going to be a good. So chair. First of all, he's a co-founder of a Budget Airline and nothing makes you feel better than a budget era. I love a good, don't spend any money on the airline Indigo Airlines and India. He's the former CEO and chair at US Airways group, okay. That's not remember that. Yeah, sure. And he's also served on the boards of America's favorite, some of America's favorite companies, like CarMax Office, Depot, OfficeMax, and PetSmart. This Max and PetSmart. Do they even exist anymore? Office Depot is structural decline. CarMax is useless. U.S are group is bankrupt, but this is the guy who's going. Yeah. Usher in the new life at Southwest, that's all I'm gonna say, is this, if, if people are allowed to spend 100 million dollars to become board chairs and you wasn't investors are allowed to vote against any direction you want. Without worrying about setting a precedent, like risking your job, making a stand offending. Someone how about you just look do your job? Well, Rakesh does his job. If you're an investor this is your chance. This is like a makeup call for electing Dave, Calhoun back to the board and approving his pay. This is your opportunity to say, you know what, it's not as egregious, but this is like very patently obviously not someone who should chair the board of this company. Like, put the new Elliot people in let Elliot run the like that's the point. That's why we like just having the activists there. What are my options here? Because here, that's enough. Well, here's where you're voting for the first. Actually. Three options in this one. This is like ranked voter Choice. Like, we have up here in Maine. First Choice, Rakesh gangwal. Yes, your first choice B. Him. Second choice, current chair Emeritus. Gary Kelly. Who's 200% want to be, he's not going to be or how about the third shirt. The third choice that now longest tenured independent director, Douglas Brooks. He has no leadership roles. He owns over 2 million dollars in stock. He makes 300,000 dollars a year. Just to sit there and bear with me. I'm gonna tell you about the summer. One other perky has that you might like while serving on the board, he has free travel on, Southwest Airline for himself, his spouse and his children, as well as 50. One way flight passes annually, that maybe used for free travel anywhere, on an unrestricted basis and in additional 51 way flight buses, he can give to any charity. He wants also, after he steps down on the board, he is a lifetime privilege of 50. One way flight passes and you will for anywhere Southwest travels. He has lifetime free travel for his spouse. If he dies. He also has lifetime free travel for himself and his wife after he steps down and they give him 75,000 dollars in cash. Let me ask you a follow-up question because yes, we'll make the difference between I love. I love it. This is still. I love a directors after everything that Elliot went through. I love it directors. Still get this stupid. Waste of shareholders. Why value would you be on the board of Southwest? If Ellie get come on lights. And I just saw this in a filing that they just keep getting this Ellie. You're not doing your job if they're still getting. Here's my question. Is this what makes a difference because otherwise I'm going with Gary Kelly for sure because he gets all the same perks. Not better ones. I got to imagine are the trips on Southwest transferable to a better Airline. That's not no they're not. Then it's Gary Kelly for me. That's so I'm electing. Oh but unless maybe maybe Rush is going to push for a merger with IndyGo and US Airways and Northwest Airlines and whatever other area. Well, in somewhere. But, yeah, that's that sounds like a good idea. All right. So you're voting for who Gary Kelly 100% with that guy gets to sit in the corner with no responsibilities. People are still going to listen to him. That's okay, of them. Yeah. Uh, two more. How about how about this one? Here's the headline. Barry Diller? Calls timing of the Washington Post non-enforcement a blunder. So his friend object Bezos. He said that the that the, it was absolutely a principled decision, not to endorse the president, but it was poorly time. But he supporting his friend, Jeff Bezos. Okay. Just so you know, okay. Why what am I? What do I care about this at all? So here's the question and I'm digging into our database here, free flow analytics.com, which buried Diller, direct your ship. Would you vote for? Okay, I voting for a directorship. Yes, so that's on four boards, in our database, he has 27% influence Expedia group, where he's the chair and the senior executive he has, he holds nearly two billion dollars in equity at that company. With about 49%, in power influence, might be understating his power there. But yeah, he sits on the board of the Coca-Cola Company where he owns 12 million dollars in shares gets 300,000 dollars annual pay. Does that free Coca-Cola on yourself three board, committees. He's also on the board of MGM Resorts where a company. He owns owns 20% of MGM Equity but there he has no leadership. Only sits on one committee and finally, he sits on the Board of I IAC, where he's the chair and the senior executive. Once again, he owns 650 million dollars in equity has 43% voting power. Where do you? Okay, so you land on this one. I don't like soda, so I don't want to have to Hawk. Do you like gambling? Do you like gambling? I don't mind gambling. But I don't like Vegas, so I don't think so MGM is out. Yeah, that leaves you the IAC and Expedia. Well, we'll say Expedia, he owns nearly two billion in equity, but I don't like traveling that. So I'm gonna go with the IAC by elimination. What is IAC even do, it? Remind me. This is just own stuff. They own like Match.com, and they all like, yeah, they all owned 20% of MGM. Yeah, so, fine. I'm like, I get the gambling without having to go to Vegas because you get 65% of flows if you're I say so that's like the right choice. Is that is the right choice and they still pay him, they still pay him three million dollar. A year. Ooh that's yeah like getting through million dollars for him and Expedia group seven million dollars a year. So he does not only does he own speed. Yeah. But not only is he owned like these companies but they keep paying him for some stupid reason. I would love to get salary at seven different companies. All right, let's end this horrible ESG election day. That's my favorite part of this event with this last question. Let's end in Omaha Nebraska where this small District might actually decide our next president. Remember Nebraska splits its electoral votes and the two two clumps, right? And one of them is actually where the world famous CEO Warren Buffett lives, right? Oh, is he now here's the headline, Warren Buffett skipped endorsing a presidential candidate the election, as many CEOs Retreat from politics. So you know I mean one of the world's richest man, everyone loves you. But what happened? Why have any input in anything why? But wait, why make a steak has he ever endorsed anybody? Is he like a thing? He does. I I think it's a, he's a known Democrat know. He has, he's supported Democratic candidates in the past. Someone explained to me? Why? No Democrats they, I know they like Kamala Harris. We Know that they do. Why are none of them saying that out loud? Well, the one the Hillary effect, it's just a headline in the headline, I forgot to pick, which I think you're probably be happy with because you're getting already. Sick of this game. Is that we reported last week that what the only thing that Jamie dimon doesn't say yes. Is that he supporting Kamala Harris. That's right. But there's a headline yesterday that Jamie Diamond's wife is in Michigan. Canvassing for Kamala Harris. Knock on doors. So she's willing to say but Jamie dimon is too afraid to say who he's voting for is was the headline Jamie Diamond's wife says, all right, so what am I in? Light of one of the world's richest men being too, afraid to endorse a candidate and what seems to be a rather important election here in the United States lately? Yes, sure. Here's who was here, you're voting for you. Would you rather be Warren Buffett? I mean, granted, he's 93. I don't Relationship top 10 one or you know richest people in the world or how about how about some of his netball babies. Would you rather be Howard Buffett and Susan? Buffett who sit on the Berkshire Hathaway board. Okay. Look it's a little concerning wait that way more Choice. Oh okay. Or you could be the only offspring of Warren Buffett who's not on the Berkshire Hathaway board. And that's nepo baby. Peter Buffett who after dropping out of Stanford University use the proceeds of his inheritance from his grandfather to pursue a career in music. Yeah, that's the one. That's the one you want to be it. Would it would concerns me a little bit that Howard and or Susan Buffett, we're not even in the running for, like, taking over CEO. Yeah, that's right. I mean like so, um, are they really that capable? Like are they like, what are do they get anything for? Not like, not just because they're buffets like his wife else. Why do we do? Okay, we know that Warren Buffett heads, three children. We know that Susan is the oldest child. Why do you think that he put both the board? Do you think he do? You think he didn't want to put Susan on the board? But I feel like he had to because she was the oldest, wow. That's it. Wears Peter. Why is Peter not in the Bible? Why does it? Why does the Brookshire Hathaway board? Need two of his children. Why did why were they okay with that in that boardroom? Well, Peter might have just made the choice that like, I do not want to be a buffet like the Dropout, I'd rather be Jimmy Buffett than Warren Buffett. I like that family has so much money that he didn't even need the inheritance from his dad. He actually took it from his grandfather. Oh, who was a, former former representative former congressperson from Nebraska. But these are the funny like the tales. We tell about billionaires like self-made. Billionaires. They, they generally gloss over the fact that like Elon musk's dad had. Yeah. Tremendous amount of money. Yes, Dad was a Senator with lots of money and we just got like Donald Trump's dad Bill Empire. Of course, of course. I talk about that when we could talk about the guy with the money today and that they look like, they must be doing something, right? I A canvassing over the weekend and ran into somebody who's Peter Buffett or that someone told me. Why should I vote for Kamala? Elon Musk says I should vote for Trump and look at that guy. He's totally successful. And I had to say, I said to them, do you know that he his family has come? He comes from a lot of money, he was an illegal immigrant in this country for a period and he got 400 million dollars from the United States government to start his companies. So yeah, success is built on something else and it wasn't just that he's smart and they were like, oh, I didn't know that. So I don't think anyone really does that. That's where we are. That's what I hear knocking on. That's right. That's right. Fear from everyone of our shows, is that nobody knows or cares. Correct? Answer is Peter Buffett because that musician, why? Because that guy can go into like, a bar in the Lower East Side of Manhattan and playing open mic night, and no one would Even know care that he was a thing. No one would he wouldn't get be in the news, don't we care? So, Peter Buffett, Peter Buffet all day. Did I win? Did I win the election? I I think for for once I think you kind of got them. All right. Yeah, there we go to how I would have it on pretty much every, in, every instance, it was usually the minimal amount of work for the maximum amount of money. That's what I want to go. That's our election day. I hope that, I hope that your face is not numb. My face is numb and thanks to our sponsor free flow analytics. My face is gonna defecate on them because of the selection, that's it, that's all we got this week. We won't be back until Friday. Don't we have a very special guests lined up for this week for the proxy countdown. We're gonna talk to an actual investor from Korea, from flashlight Capital, who's looking to change, kt&g, the Korea, tobacco and ginseng company. We're gonna talk to him about what it's like being an activist whether or not, he gets a lot of fan mail, all sorts of stuff that's all we got. Good luck on the election, go vote. If you have it until Friday, goodbye.