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Business Pants May 28, 2024

THE GOOD GAME, with DOJ vs. Live Nation, Glass Lewis says no to Elon, and a director throwdown: Top Five CEO Payers

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THE GOOD GAME, with DOJ vs. Live Nation, Glass Lewis says no to Elon, and a director throwdown: Top Five CEO Payers

Transcript

Here huh, yeah, okay hello yeah, clear your throat. Before I hit record. I don't have to clear my throat. It's an affect live from the ISS. Egg, skeptic omelette maker. Oh, I don't know what that you're an S away from an ESG, skeptic. Omelet maker. It's all new. Terrific Tuesday edition of business pant joined by are the data Queen? Yeah, I know it was just going on. Oh, I know breakdown called. May 28th 2024 the good game. The top five data list Throwdown something or other? Wow! You're really selling it hard there. Yeah. Where I don't know because I haven't checked where I think Ari and Matt are gonna present to us some data list and I'm gonna vote to which ones. Best just me. Okay. Then I I'm still gonna vote which one I think is the best. It's fine, I'll take you. Our show. Today is being sponsored by free flow analytics. The only platform measuring board power connections and performance for free. if you're free, if you're curious, if you're a directors actually generate shareholder returns, And how big the gender power Gap is go to freeflow analytics.com and sign up. And if you confuse by any of that reach out to us and we'll walk you through it. See the funny part is you last on Friday, you made fun of that copy. That's why I keep reading it because I'm gonna continue to make fun of it until you make it. It's just a little better. It really is just your two lazy. To remember what really is this this transition from? If you're curious, if you're directors actually generate trailer returned and how big the gender power Gap is. Oh, put the gender power Gap in there because you like it's your favorite thing. It is my favorite thing. And it should be everybody's favorite thing because we finally graduated from just dividing the amount of Women on the board from the total number of directors, which is just horses. Sorry. Yeah, it was great. 20 years ago, I enjoyed it. I actually, I just ordered Bob monks and Nell minnows seminal book, corporate governance that they publish your copy. I've got it right here. The first edition from 1995 not the first edition. That's why I wanted the first edition like some sort of weird governance book collector and like get it signed. But mostly what could I could actually um mostly what I wanted it for was I wanted to see how different it is today because I have a working suspicion that we're still exactly the same. It's right? Yes, 30 years. All right, let's play the game, right? We have good game music. No, we don't, that's the music live with it. Here's how the good game works. I find headlines that make me feel good to make the world, feel good. Or I think they sound good. They seem good and I asked our Steam pundits on a scale, From within their actually good because what I think is pointless but what Matt and Ari thinks that's what really matters to the world, right? Just all I wanted to do after a three-day weekend, so I don't know what that means. I don't know either. I don't think that's, I don't know. All right, then, are you this first one's for you? Tell me Adam Neumann gives up on his plan to buy back. We work. Yeah, happy about that. Food. It's you wanted to come back and somehow figure out how to turn around and make even more money. What is the ground? Not the second part at all gives up. ridiculous, all of This and the theater to keep going, that's correct? Yeah, that's correct. I'm here for the content, baby. I wonder why he gave up. I don't know him back. They were, they were back. They were doing everything they could to resist his, his attempts to come back and take over. We work was just everyone everyone. Every stakeholder involved in the process was like, no, but they're giving him more money to get done. Not Marc Andreessen, Andrews is the largest investment on record is Adam Neumann. Fail up. His second fell off that, no one really knows what it does, right? Well, you know what? Overall this is good. So I'll give this a seven, okay? Oh, Um, if you want to start the show just fluff, it's a Fluff ball. Yeah, it's fluffy, but it's also because of its fluffiness, it's neither good nor bad, he gave up on something that he wasn't going to get here. We didn't he already give up. It has what the real question is. Has he spun it yet? Has he spun it as six somehow? Like I already made a lot of money off of all you. I mean like I was like I think he was the spin. Wouldn't the spin be had? I gone in I would have saved it but you know what? Nobody wants to save it. That's fine. I made a lot of money everyone. I I win. Anyway, I'm gonna give it a five. here's one because I always have to have a French headline, French people Are being told to drive, like, a woman to reduce traffic death, this one like this one? Well, they did a, they looked at the data, women are better drivers. They kill us people. So that's the campaign drive, like a woman for Christmas. Was gonna take off for sure. Yeah. Isn't that great? Come on and are you gonna wake up a little bit? Come on, this is great. This is great. I like some nice one. This is 10. Yeah, wonderful. Um I don't even know what to make of this. I mean it's like it's great it's it's it's a good marketing campaign I don't how does that fly in France? Probably not. Well get that right. Does it not do well? I think mostly patriarchal. Yeah. Hopefully a flies with the women. But yeah, it's pretty strong. Who's this appeal to like you're trying to get pills to Dopey people. Like me living in Maine, right? So it's not exactly an effective Mark, I'm going to give it overall. It's great for the campaign and probably not great for what they actually want to do. So I'm gonna give it a seven. Three and shareholders vote down executive PayPal package and you said no. Yeah. This is one of my well, something like, this is one of my good least on Friday. So, there's no way I can't give this a ton. Oh my God is. All right, what do you think about this, non-binding proposal? I mean, look, I love a non-binding proposal as much as anybody does. Um, yeah, I think this is fine. I mean it's nice when investors look at something and analyze it and say, well this is ridiculous. But we're all we have ever wanted, you're doing the only thing, we ask, what's your score man? I'm gonna give it an eight, it's fine. What about this? Here's the next follow up. Question the obvious. Follow-up question is, should Exxon Sue 3M shareholders for having an opinion about that? They should absolutely shit. I'm pissed at Arjuna. Now too, I'm pissed at them. LEGO Group ties bonuses for all employees to emissions reduction goals. So, over there in Europe, they don't seem to care about all the anti-wolf handling. They're just this seemed to be forging ahead. Tying bonus time. Give it time. What do you think about this one? I don't see a bad thing about this or you're too good of a mood. I think. I mean I'm gonna give it to you. Oh my God, it is responsibility. Everyone should be thinking about this. How do you make your job? Specially you spend wake up. That's what, um, what? What is the like the the amount of the bonuses or is it the whole bonus? I don't know. The amount it. I don't even care if it's 2%, 3%. The fact that there's any doesn't care. This is wonderful. Just only, we could do something like this for CEOs. Oh my God. They do when they jury rig it. So, they always get over the bar. And the difference is the CEO doesn't care. It doesn't need that amount of money, whereas actual workers, they, they need every dollar, they're going this, every percentage I'm fine with this, but I'm not jumping out of my seat for it because I don't like The Details Matter here. Like, it's like to see you jump out of your seat for headline like this. I just wait for it. Um, the, the things that matter here are like, what percentage of your incentive is this, did you set the reduction goals such that it? You were guaranteed to pass it anyway? Is it a real goal? Or is it like sort of like this semi fake goal where it's like, we're gonna Just buy a few carbon offsets and if you're in the Mailroom is your reduction goal, different from like an executive, right? Like because how does that work? If if your bonus is just tied to somebody else doing their job but you have no agency. There's a lot of details here. I'm giving it a six, it's it's good. I'm waiting Bell, that's still above, it's above the threshold. There are next headline, there are too many dicks in the boardroom. This is the campaign elf Beauty we talked about, but I want you to put a number on it. There are too many dicks in the Border. What do you think about this? I, I like this campaign, so I'm gonna give it an eight. Oh, really, why are you down from a I don't understand. I've been hearing about this for three weeks. Oh, let's just give it a quick score. I'm gonna give too many dicks in the boardroom also an eight. I like it a trillion. That's cicadas. Cicadas, cicadas, cicadas, cicada potatoes, cicadas. I mean, we don't have those up here in Portland. What do you have those in Connecticut? Oh yeah. Well, brilliant. Well, emerge in the next few weeks, this hasn't happened since 1803 a trillion. Yeah, that's the right reaction. Yeah, what is this thing? Good layers again, I just thought it's cool. I don't know a trillion bugs and they're not coming to me. I don't know. They're not coming in New England. I don't think, I just think it's great. I don't like so many bugs. Yeah, you don't know shells of the shells of their like, exoskeletons that they leave around. Yeah. The my kids will find them and like, be like Dad. Look, I'm gonna give us a zero here. This one. Is that part of the reason why there's an increase is due to the effects of climate change and I think that's going to affect mostly red States, like voters, who don't care about climate change, and don't elect officials to deal with climate change. So I thought I was funny. Maybe that they are getting it in Mississippi. Well, I love the idea if you've ever heard a cicada cicada, shut up. So already they are fucking loud. Like they're, they're no joke like all summer. They're like, buzzing outside your window. And it's like, I hope they pissed people off because they're so damn loud. That they're like you stop climate change. Oh, I like this. Simply to shut the cicadas up. I'm going to give this a 7. I love it matters with a zero. Okay. Yeah, Ari's wrong though. A union for Boeing workers, is set to give them training on. Whistleblower laws saying, staff are being punished for speaking out. Yeah, I saw this one because haha, this is a little weird. Yeah. But why are all corporate workers trained on a whistleblower is why? Let's let's get it all. Let's let's regulate that. Come on Ari's. Right. Why are they training the like the guy who works and like screwing in bolts 7? A like why are people saying do not retaliate? Yep. Isn't it the exactly that they need to train? What's that law? The the don't be a jerk to whistleblower law. That's keep whistleblowers alive law. That's what I'm Ari's. Mood is gone down. I think I'm losing her, good scores. What do you think? Corey. Hey, I'm for a good union. Training. Yeah, so Union involved is there. It says a union for boiling workers, all Union for Boeing workers is set to give one of the unions training on whistleblower laws that little thingies, you know, what they're doing actually. And this may make you feel good about it, right? It's the union is training, their Union employees, how to be whistleblowers and like, stay alive. Like it's like survival training, like come out. Say what you see, say it, through all these channels, and don't worry, we'll protect, you keep a record of everything. Write it down. Would that be good? Like, oh yeah, I talked her up to a six because I think that was gonna be a three right there. I can't I can't wait till Ari's coffee kicks. And then we can start the show for real. No, it's not kicking and she doesn't have any I'm giving it a five and those are the right Calpers to vote against all 12 characters. Setting loss. I feel like that was premeditated. He saw that one. All right, just give you 10 just give ten. Yeah, this is straight 10s. I love a good vote against everybody. Especially when the reason you're voting against everybody is an excellent reason to put it. Yeah. I I'm just so good. Glad that we graduated Beyond, let's vote against the nephew of the chair of the nomination committee or something. Yeah, Arcane stupid unimportant vote. That's gonna affect nothing, like what we're gonna vote against the director, because they've been there for 12.3 years and and they're the head of the nominating committee. On a board that only has one black person. This is better. This is a better way to vote. We're blazing through these which is good news. The next headline in the good game for May 28th. 2024 this is I feel like our this is a good one for already get her back into the game. Colorado becomes the first state to try to regulate ai's hidden role in hiring housing and medical decision. Oh, am I right? Great Colorado. Yeah like I feel like are you like Colorado right. You see like a Colorado type of person I do like, Colorado. There's lots of things to do out there. I'm going to give this a 10, why? Trying something. But it's all I can really ask, you know, try and make it better and then try again. How much does AI actually do for hiring housing and medical decisions right now? Hiring. I mean, employers do this. Oh, what are we considering AI? But isn't the point to get ahead? It's I mean we've been screaming with this for years. Isn't the point to get ahead of this? Not wait, until the until it's too late to build the guardrails. So they're pretty regulating. Well, I'm, somebody needs, right? I mean, given the shit show at open AI. Which now you notice that the world. Now, we were the only people. We were on an island in the fall. We were the only ones. Yeah. Like hey guys, this is a really important warning, sign like this, this is really dangerous. This is really terrible. He's not a folk hero, he welcome him back. We should be focusing on the intention on the board and why the board with what they did. And now five, what is it? Like, seven months later, everyone agrees with us now that he's evil, that this is terrible reach. Yeah, in fact, everyone should agree that we're the folk Heroes. Thank you like, why is he the focus here? Not us, I'm giving this one, a seven, I like the effort us. Sue's Ticketmaster owner Live Nation and Sikhs breakup of allegedly attend. Now, how are he's? Now she's our Witch Taylor Swift and Ari's up just, you know, her Nickelback. Concerts control Z, real real quick. Yeah, that's right. Trolls. They did. Yeah, because they have to undo what they allowed to happen in 2010. You know, there's no one cared. Oh, that had the doj rolls back this stuff. It's just Ctrl Z. Yeah, that's the dog look, I am this, I used to have a longstanding role on the show that was, I can't give better than a five-day. This is the definition of reversing stupidity. Live Nation should have never been allowed to get purchased, you know, purchase Ticketmaster in the first place, we've been talking about Ticketmaster as a monopoly. You're too young to remember this child, but Pearl Jam tried to give a to have a concert a set of concerts like a tour. Not using Ticketmaster at all. they ended up in like, What was it like little league ballparks and Poughkeepsie like there was nowhere to play? And they couldn't that. It took them so much energy and so much effort to do it because they Ticketmaster had an absolute Monopoly. And they talked about this in front of Congress and its 2024 and the doj is like, oh, by the way we think they might have a monopoly like and the only reason why is because seven Taylor Swift fans got pissed off and buy tickets fast enough. I give this a five this is pure reversing stupidity. Oh only five. That's I know he started with, I have to the rules. It's a five, let's hit a day. Let's not forget the Live Nation is one of the many boards, controlled by Greg McAfee, right? He is the one I pointed out a few months ago, famously attached to boards that he controls where there's basically no women involved. Not only not only are there, there's only somehow there's only two women on the Live Nation for which in 2024 seems impossible to me, like, I cannot like two is styling low. This isn't Japan but also they have no, they have no influence. They have 5% of total infant, and this happened to almost every one of Greg, McPhee's companies. So this is extra great that they're, they're going after Greg McAfee company. So yeah, I spy imagine that. And all terrible side, two more headlines, glass Lewis, urges Tesla shareholders. to block musk's 56 billion dollar pay package and This is a, this is a 71 page report. I want to get my hands on this report and that said, 7 1 8. 59 of the pages are vote. No on, Kimball vote. No, the brother, right? Like that. That's all you had to write for that those pages. Look, is this reversing stupidity because they haven't every year. Have they been making campaigns every year against Tesla? Well, I don't, I don't know what glass Lewis said for the original package. What's interesting about this? What glass and I assess are going to do now is does it conflict with what they said with the original pay decision looking back? Like were they all Hood? So I don't know so because I don't know. I either have to abstain or give it the Delaware but since then though the Delaware Chantry has come out with the, you know, a pretty did the job of that glass. Okay. Is this should have done, okay, just compromise, but that does give glass and say, hey, we screwed up like we we did that other 26 pages of the report we screwed up before. Like that would be Great. I don't know, I'm either abstain or a five so you have to you What about you are? This is a positive. So yeah, I'm gonna give this a seven and let's not forget the Exxon. The same Exxon is suing its shareholders for like eating too many bagels. They they put out a letter saying that glass Lewis essentially recuse itself from everything. They did say that glass Lewis is compromised that they shouldn't have an opinion. Yeah I don't know how to have an opinion so maybe they should sue gloss Lewis for having an opinion on Tesla. So can I sue Darren Woods for having an opinion about anything? It's like she's just like that guy's just at a conference and talk. I don't climate change. Yeah, no opinions. Oh he has an opinion, is he dirty Brown? That's greasy opinion. Okay. Finally, in the good game for May 20th 2024 just a two-hour own horn. Is this headline Sam? Altman's Tech villain Arc is underway that's the headlines. This is the prevailing opinion. Now, that's on the Oh, he's on the fall and and there was a and there was another one that I just found, the the headline doesn't make sense to me. It says another open, AI researcher quits issuing, cryptic warning, but the, the warning is not, cryptic she said, of course, it's a, it's a woman Gretchen Krueger. She says, we need to do more to improve foundational, things like decision-making, processes accountability, transparency documentation policy enforcement, blah, blah blah. So they are those cryptic. That means we need oversight for the tech villain. That's what it means. I further this whereas Alan Turing to decipher what you really mad it wears. This this mythical 99% of employees who were so sad that he got fired in the first place. I mean, first of all, I'm starting to wonder if that number was real. Second of all, where are they now? What are they thinking now? Because a lot of them seem to be quitting. Actually. I, this is, um, I don't know if I don't know how this is goodly at all. Well, it's good because it's proving that we're right as usual, but Sam all my children into our own horn. Thank you. Didn't they just announced a new safety advisory which Sam Altman put himself on. He's on his own committee to overlook his stuff. Yeah. With with the directors, who backed him when he got outdated, right? Plus, Brett Taylor. Plus there's they found one woman, they found one woman who works for Sam Altman. To sit on the board to tell Sam Altman that this isn't safe Sam Altman, cannot be on the shouldn't. This be filled with AI ethicists. Like, so we got married other quitting or like fire. Oh, AI board, including the CEO of Shopify and Sam Altman was like, oh, I'll give one up you there. I'm gonna get everybody who works for me on the board and I'm gonna sit on it right. Like this is nuts and it's not like, I don't Revel in the fact that we were right and the fact that he's a tech villain. So I'm giving this is 0. This is a zero, and the show know it was meant to prove that we're right about something. Yeah, go ahead. Well, we'll make me sad. Is that even though he's on the fall like descending, he's never gonna fail. That's correct. He's never seven houses a pessimist. You know, you don't understand life. All right, let's go to the scores. Despite that clunker of the last headline, Mac coming in, this is where Matt is comfortable a nice, six. Six point one. And also Ariel say a little low for Arya but still a robust, seven point five. So there you go. That's the good. That's three quarters of your way to pure happiness, a bit depressed, but she's clearly under Captain. Let's let's move on because we gotta wrap up the show. Matt McCarty with his big. Data lists Throwdown. I don't know. The list Throwdown. This is I'm gonna throw down a list. It's gonna go quick list. All free flow analytics, craziness, all data. You want you want this, you can call us up. You can get all of it for everybody. In honor. What will in what will inevitably be musk's approval of another, you think billion? Payback, you think they're going to shows are gonna support it. 100%, if you if you can crash airplanes door plugs can shoot off the side and you get reelected. There is no way, any investors going to look at Elon Musk and say, well you didn't add that much value. I'm just gonna say yes, right, like there's no way and the legal complications of saying, no are actually pretty high. So I think they're just going to say yes and and choke on it. But in the that inevitability I wanted to give What is the top five CEO payers for us? Large cap companies, we use. We use the CEO pay ratio. So these are CEOs who get paid a lot relative to the median employees. And we look at every single board member, and we say well which I only looked at nominating chairs who are active right now. Vision shared nominating chair. Sorry, compensation chair. I'm at patreon page. I looked at page chairs who are on the board who are chairs right now who have been on at least three boards since 2017, not necessarily in a paid capacity, but at least three boards and I want to know which one of them have approved, the largest CEO pay ratios, where they median employees, get shit, and the CEOs, get a lot. And for all those people out there, listening, who care about this kind of stuff and and have, you know, employ proxy advisory services like issue, you should make a note of these names, because if they're recommending Yes, votes for these directors and and you're going along with that. And yet these issues matter to you, then maybe you need to hire us. I mean like you shouldn't wait until the CEO got paid too much money in order to vote against it. You can do this in advance because number five on the list is Ray Wilkins. He's the the pay chair at both caterpillar and Valero Energy, double paycheck clearly there for for an obvious reason. He bets 109 on CEO pay ratio. That means the waiter to read these numbers is his Collective CEO, pay ratio across the boards. He's been on since 2017 ranks in the 89th percentile in paying the CEO relative to a median employee versus meaning, a really high ratio really giving, CEOs, a lot relative to medium for your voice everywhere. He goes, and he's the paycheck at two companies right now, he's fifth on the list, number four. Yeah, Carla Harris. She is Walmart's paycheck chair. So you can't do anything about this dual class company controls. You have you can't do anything about this but she does sit on three boards, Cummins Walmart and MetLife where she's active. She bats 100 even point. One zero zero. That's the 10th. That that means all over CEOs. Get paid in the 90th percentile of CEO pay ratio so good for good for Carla Harris. She's insulated on Walmart. But feel free to ask her some questions on Commons in MetLife. Like, what are you doing? Why are you? Why are you, paying everyone so much? Number three, Kim Fenner breast. Oh, She is also a double paycheck, chair on Ally, Financial and Albertsons again, they this is for a reason they clearly that the second company whoever that was, they they appointed her for a reason. I like, I didn't even look if they were on the pay committees. But my guess is, when they're not a paycheck, they they're often on paid committees. She's on four boards, actively Blue Links, blog, Ally, and Albertson. She bets point zero nine, five below the 10th percentile. She was boarded the ratio one of the one of Management's best friends in 2022. I believe. Yes, she has that plaque on her own calls. You can see it in the back. Yeah, number two is Nancy Caldwell. One on this list, Third Woman. Well, if you're gonna Kim is a man sorry, excuse me. So but if you're going to there are women on this list. Because if you're going to basically ISS is going to say we vote against, you know, board. That don't have enough women on them. Then you have some women who are basically connected to management, you make them pay chairs and everyone wins right? Like ISS Camp, vote you out because the policy, this is however this is how this is just how you get used Nancy called Wells on Pro core. She's the she's the pay chair. She's on four boards actively and she bats point zero eight. Six. Which brings us to number one? Oh, drum roll. Oh, drum roll. Oh, yes, sir, thank you. Number one on this list. Is Paul Gould. Okay. Yeah, the Warner Brothers. Pay chair. Oh, here we go. He's on three boards. Warner Brothers, Liberty Glover, Liberty lat? Am I double Liberty, man, deliberate is Liberty person. Libraries also Greg, Maffei know, I believe so yeah, so he's all over. He's got a fingers on the Greg, Buffet high, he bats in abysmal point zero six two point. Zero six two. This is who I want. He's in the sixth percentile basically globally. Yeah, he pays all of his CEOs on any boards he's ever been on like 90 in the 94th percentile. Like only 6% of CEOs, make more than when Paul Gould's not on the board, you can think of it kind of that way. That's it. That's that's my and that's the winning list for the day. You want to date a Throwdown, see I know I could win great list. I don't know, I don't know. Anyone wouldn't want this data. This, I'm not. Would you not want to go to people? Analytics, you'd be like, hey, can we get these people aren't board. Exactly, right. This can work both ways. This is agnostic data, right? ESG is not political. You can go both ways. You can, you can Can greet out and get really rich off of this. Or you can fight back and vote. No, on Paul Gould. Everybody wins. Everyone's a winner when it comes to this? That's all we got. That's all right. The daily Queen, and hazelnut Ross. So I'm your Alice home. I'm sorry. We are free float. If you like this. Come back tune in on Thursday, I think we're doing Tesla on proxy countdown this week. Is that correct? I think we're doing test Tesla. Which means why is that challenging? Because it's horrible. It's gonna be why, what's the Insight? I mean, I need to do an analysis because I don't have the data to show that this year, because everyone listens to me, already Friday, we'll wrap up the week and until then goodbye.
Data as of Oct 14, 2026