Transcript
This is proxy countdown. Welcome to the Big Show for the week of July 15th 2024. Yeah alongside my tag team partner, Matt McCarthy. I'm Damien Raul's on today's countdown. Southwest directors treated like royalty. Southwest directors who are treated like royalty, do whatever it takes to support the hand that feeds them. Two hours to directors at Kirkland's. Nobody likes Mark, Benny Ops, pay at Salesforce and on the big boat. A look back at the 2024 proxy season including some of Matt's best voting recommendations Start with our trade wire, our top stories at Dupont, the company's new CEO Lori. Coke who was been CEO since June 1st? 2024 was appointed to the board on June 27th 2024 meaning that it is technically possible that the board of a large cap. Us company can operate and survive without the president's, the presidents of a meddling 26 days, they made it very proud of them. At LKQ. Dominic zerone has stepped down as the CEO on June 30th. At which point he was given the title of an executive advisor in order to facilitate an orderly transition for the new CEO. So he will stay on. In this new, made up role until the end of 2024 and get paid exactly as he would as the CEO. Nothing is changing considering Dominic earned about 12 million dollars. Last year, he could have saved shareholders 6 million dollars by onboarding the new CEO while he was still in office, like most normal people at their jobs. Something tells me that just in Jude who has been with LKQ since 204. Most recently a CEO could have handled a more expedient. Transition. Oh you think? So you think somebody who's been there could have figured it out. Yeah. Okay here we go. Hold on to your house for this one. That's Southwest Airlines. Where the board has actually dedicated itself recently to more robust director refreshment. We've seen actually a lot of new directors at Southwest over the past few years, but but we have been wondering out loud for a long time. Why this board is so consistently old and long tenured because people just seem to stick around to Southwest for for way too long. Well, a filing announcement. The new appointment of a new director, Rakesh gangwal, he was the co-founder of India's largest airline interglobe aviation in the former CEO. At US Airways group might have finally revealed a mystery listen to some of their ridiculous director perks at Southwest Airlines. And this is none of this is made up and this is going to take a little while. So bear with me, because this is really one of the most exciting. Lucrative benefits packages I've ever seen for for a director at a company. And again, answering why the directors just sort of stay at Southwest. First of all, in annual retainer consisting of 90000. Cash 170,000 dollars in equity and in additional 1500 dollars for each meeting in excess of regularly. Scheduled meetings. That's nice eligible eligibility for a retirement payment under the Southwest Airlines severance plan for directors. I don't know why they need this. Which provides for a cash payment of 35,000 dollars for directors, who have served for at least five years, and 75,000 dollars for directors. Have served for at least 10 years, see that they're actually getting additional cash just by sticking around longer. But wait, there's more, wow. Free travel on Southwest Airlines for the director, the director spouse and the director's children, as well as 50 one-way flight passes annually, that may be used for free travel on Southwest Airlines on an unrestricted basis and in additional 51 wave, flight passes annually for use by qualified charitable and non-profit, organizations. And then, wow. Well, there's more Yeah. Then after they stepped down as director from the board, 51 way flight passes annually. That may be used for free travel in Southwest on an unrestricted basis for a term equal to the number of years served, right? So this is part of the magic of why you want to serve a long time. So if you're on the board for 8 years you get eight years of 50 passes so that's 400 passes. If the director has served, at least 10 years. A lifetime privilege of 50. One, way flight passes annually. That may be used for free travel. I'm serious life. You just have to hit that decade. So even if you started being directed at 41 years old, he stepped on a 51 at 10 years for the rest of your life. You get 50 one way flight passes annually on top of that. Yeah. There's a little bit more. I want to just do this for the absurdity of it all. I'm sorry, but I have to If the director is served for at least 10 years again, this magic decade, right? This magic 10-year Mark, lifetime, free travel on Southwest for the director and the director's spouse. And and if the director is deceased free travel on, Southwest Airlines from the director of spouse for the lifetime of this. So but even die, the spell, they die but only if you've served as director for 10 years. Well, so, okay, that's the magic. Let's say the most expensive flight on Southwest is about 600 dollars round trip. That's 300 dollars each way and it's 50 one way from like about Boston La, Boston, LA, or Boston, you, I think they fly to Hawaii even or Alaska. It's probably more for the most expensive trip in 10 years. That's an extra $150,000 dollars that they're handing them. You getting 25 round trip. Yeah, so after 10 years, you would have given them 150,000 dollars of extra value in one way flights, right? Because that's 500 flights times, 300 dollars, 150,000 bucks, but for the lifetime to your point, if you retire, At age 55 or something. And you live to 80. Yeah. What are we doing? What there's no reason for any of this because doing that, because none of this, and again, none of this is aligned to how you actually performed as direct. You just have to be there. I'm pretty sure that this is probably the number one reason why Elliot management has started an activist crazy limit. Absolutely one way flight. And it's also probably why they're having a really hard time scheduling flights. Because so many directors have been there for 10 years and there's spouses and their children and the extra 50 flights, all the flights are crazy. All the flights are more on Southwest later and finally at Gartner CEO and chair. Eugene Hall, has extended his employment agreement through the end of 231. How about that for an extension? Now there is a really cool reason why the CEO might also want to share the board which decides his contract and pay, right? I mean, great reason mostly I'm impressed that they we can't seem to make a carbon Target to 2030, but we can make a CEO contract to 2031. I'm impressed. Let's go over to our proxy cage matches. So you reference Elliott management. So, Elliott management has taken about a 11% stake in Southwest Airlines over the last month or so while we're away, Southwest Airlines adopted a shareholder rights plan more commonly known as a poison pill. This is in response to activists Elliott management investment because you know, don't forget the Elliot management is trying to push out CEO, Bob Jordan, and chair, Gary Kelly. So the poison pill will only activate if Elliot acquires at least 12.5% of the company. If that threshold is crossed all other shareholders will be entitled to purchase one, new Southwest share for every share they currently own at a 50% discount, okay? So this provision is meant to dilute Elliott's influence and power over. Voting. And let's not forget that Southwest board. This very happy board that gets a lot of one-way passes to everywhere. Has already backed companies leadership, they backed the CEO and why wouldn't they right? I mean why would, why would they want? Elliot to have any influence over that? They're there. Merely to support the CEO, right? I think they're probably on the plane with Gary Kelly. Now on one of their free flights circling just circling DCA. Let's not forget the best practices would suggest that shareholders actually need to approve these poison pill plans, not the board. It's been for a long time in the corporate governance World, they would vote against poison pill plans that were enacted by the board. So this one was pushed through immediately not by shareholders but by the board. So the clever part here though, is that as soon as Ellie had a masked in 11% Stakes. Southwest said, well 12.5%, that's there. That's enough. Moving over to our vote results table here, some of the highlights over the past few weeks, proxy season is pretty much peaked but there's a few few stories Kirkland's Two directors were actually voted out Stephen Collins and R Wilson or the third. They both got 53% know, and shockingly, Matt. Following deliberations, the board of directors voted to accept the resignations of Collins and or effective immediately. So, I mean, I hate the fact that they actually got to make a decision. Like they could have rejected their will of shareholders, but they, they agreed and now they're gone. I so actually shareholder democracy at work. I would say, the fact that the board gets to deliberate at all, is the real question marks. What that's nonsense. Yeah, it's sales force again. We covered this world weekly met and and you can never you can never tell which direction these things are going to come in yet. Why, when how, but, but the shareholders sheriff sales force have decided that they don't like pay. They don't like the executive pay plan, 50, 55% said, no, which is a huge number despite that the pay committee all all three members received at least 93% support from Cheryl. That's not for, that's not therefore snowflake a company. We covered on the big boat a few weeks ago about 20% of the vote was against two directors, Ben watt Dodgeville and Mark Garrett and also a plan that Cheryl the proposals that you supported, Matt. For declassification from James, macritchie it, passed with 78% support again. We don't know why, we don't, we don't understand it, but sometimes shareholders do the right thing. And finally, at Nvidia, another shareholder proposal. This one by John Sheppard in asking for a simple majority, voting standard, it passed 89% went against management, recommendation and pass again. Why why do we know I don't have any idea and I will say that the declassification at snowflake was a non-binding vote. So curious whether or not? They bind that I wonder if they're in deliberations now. How do you say no to a declassification of this point? I, I'm sure Nvidia is gonna find a way to say no, to 89% of investors agreeing that they should not have a super majority. I mean, where are the shareholders anywhere that are annually, voting out, directors, at large cap companies, what should snowflake be afraid of putting up its Get to that in a second, but the short answer is nowhere. All right, let's move over to the big boat. With some, some observations. I compiled a full list of Matt's recommendations since since we started this show, I think in November actually. And, and you know what it took me way too long to compile this list and so if any of our listeners actually want to get their hands on this list, I'm happy to give it to him. Happy to post it somewhere. I put it in a sheet. I'm actually making a little bit prettier as we speak. So if you actually want this list, if you actually care, what matters? Things reach out to us, I'll send to you. I'll expect zero emails, but but I I didn't really know what to do with this information. So I just decided to pick what I thought were Matt's three biggest wins. I don't know. I won something. I don't even know if you won, but here match three biggest wins at Everett. Laboratories match, recommendation, to vote against nomination, committee chair. John Stratton was a good one, I guess, as 26% of Voters agreed. So I guess good on you so that means 74% disagreed and as a caveat 28% voted against him in the absolutely less than 2020. Yeah, so maybe this is a loss, I don't know. Just so people are clear. And again, if they want to get their hands on Matt's recommendations, Matt was concerned about strattons extensive links to Abbott's past, it's actually was a good recommendation. So the links are insane to win. They that he hasn't been voted out. Yet is really the really really shame on you. Investors, Norfolk Southern. I think overall, he did a pretty good job at Norfolk. Southern the analysis was sort of dead on Matt rightly called for the removal of Amy miles who who got 64% against. Yeah. He also called he meaning you Matt you called for the election of dissident, directors, Bill Clyburn Junior and samay Fami The both of them were actually voted in by shareholders at about 63%. You also, called, for Alice and Landry devoted and she just missed a 49.3%. Who's the point seven on that? Where are you, what are you doing? Yeah, I don't know. And all I want to give partial credit to myself on this one, because I remember in that show, I loudly advocated against nominating committee chair, Jennifer Scanlon. And she also was voted out by Cheryl. So they listened to your recommendation there. Yes, that's mine. That's my win. And finally, at Disney, I'm giving this one to you, Matt. And you only because you call this one correctly, there was a lot of noise out there, but I, but and I mean, this sincerely, we nailed our analysis at Disneyland, way better than any other of our. All everyone else. I'm sorry, but it's true. It's actually true. If you, if you look back at that show and I Didn't Do It. Go download the show on Disney if you want to hear our data to analyze these Board elections. But at Disney, Matt, you wisely said a big No, on Maria Elena lagomasino and you were closed. 37% is actually incredibly High number against a decision. No should. Yeah, bigger. Also said, a big note on Nelson Peltz and Jay rasulo, dissident directors, and they both giving full credit to you. Yeah, I'll take the credit. I'll take the credit for it all So those are Matt's big wins, I guess? Yeah. That what we're calling a win now. Yeah. What are your observations on the proxy season. All right, so prices has pretty much rounded itself off. Although we're getting some more results here and there lingering lingering vote. But I've got about six thousand votes that happened in 2024, in our data, in the US that that I'm I look through. Basically, I wanted to do sort of an overall review of what happened. So, look at some top and bottom performers, and then I came out, actually with an investing Theory theory of how to choose a company using people. So we'll get to that at the end. So let's start with the overall out of the 6000 vote in 2024 and 2024 only, I didn't include the end of 2023. This is just us. Company is all Market size us companies. All sizes, out of them. Only 13. Directors, got less than 50% of the vote. Wow. And two of them. I just mentioned a Kirkland. Well those aren't in the data yet. So now it's 15 directors. Sure. But that was at a total of 10 companies. So if you think about that, that means investors just hated 10 companies out of like, 2000 that are in our data. Proving in fact that everyone is above average, every company is above average. 12020 22, got less than 75% of the vote. So that means, you know, in the 51 to 75% range. You've there's a there's a lot more descent but then 675 got, which is 11% of all the directions for which we had a got less than 90% of the vote's. Leaving the vast. Vast majority 89% of directors, got more than 90% for votes. In fact, the US average in 2024 was 95.32% and the median was 97.46% which is the median is actually higher than it has been Yeah. Now here's where these these these numbers of bothered me for a long time. Now we were just talking about. Who are we just talking about this cynical the activist investor? We Elliot? Yeah, that's a call. No, no, we're just talking. We had a. Oh, yes, of course. The activist investor newsletter, great newsletter. Yeah, Michael Levin. Yeah, we're just talking about this msci. Sets the threshold of ownership for controlling company to be 30%, right there. Effectively saying that, if you have 30% of the voting power, you effectively control the company, right? 30% right. So, it was a, we're waiting for a 50 percentile to vote out directors. What, why what about? I mean, look, your numbers. There aren't even many directors who got 30%, no, but why do we even need a majority? If, if you effectively control the company, with only 30% of voting pies, great inflation. A basically you're treating it like, you know, like remember in the 2000s with Harvard and great inflation Scandal and everybody got A's like okay. And so what you're saying is if everybody gets A's then ah yeah, ah, minus should be failing, right? You should be out. That's, I might not be saying that but but what I am saying is that if it only takes 30% to control a company, it should only take 30% of no rollers to get rid of a direct. I mean, what I mean, what's the harm anyway is that you're gonna refresh your board. You're gonna put, you're probably gonna find someone more qualified because it's probably a pretty good Target in the first place. That the reason why they're voting you out and with our, you know, with our skill, with our skills and expertise data. And all this other data, we have, you can find probably somebody better anywhere. Well, that's that's the crazy part. So I wouldn't you and I have been talking about doing this, like, the The Machine's of this for a while, but there is an opportunity. Really take some of those bottom performers that might be bottom performers at a particular company and trade them. Just like you would you know like transfer season for soccer or NBA team. Take some of the bottom performers and put them in a place where they're actually likely to be better performers. That's one possibility here. You don't have to vote them out, you just trade them. You just swap But let's talk about, you know, what I like this is a compromise, right? It's like we won't even get we won't even kick you out of the league, right? We're just gonna we're gonna we just need to put you in a position where you're more likely to be successful that. Well, if it makes you even happier, we'll even keep you in the same market cap band, right? So, that you don't lose too much money or too many one-way passes on Southwest Airlines. Yeah, exactly. And if you were at Southwest for Ten Years anyway, you can keep those passes. Yeah, that's right. So that's your first place to go and, and poach some talent. But the amazing thing about the data is it actually allows you to acknowledge and expertise map directors, like, a board who could use a certain level of certain expert, a core expert. It doesn't have one, but they're over there, right? And they're underperforming over there at a company that doesn't need that expertise. That's a perfect opportunity to, like find swaps. You can swap based on performance, you can swap Based on you know Network Power who knows who in fact there you could make a case that you know one of the complaints is boards. You know they They need to operate as a team and that doesn't work if culturally, there's not a fit. Well, we can find where you've worked with other board members before and it's worked, but you're not on their team anymore. Swap them back, right? Like there's yeah, there's lots of opportunity here in fact. It's like the it's like, the Michael Jordan, Scottie Pippen Theory a little bit, right? I don't like they seem to work well together, sometimes you work better with a person right, the buddy with a buddy. Yeah. Um, but I will say and we haven't had a proxy countdown since, you know, for a couple weeks. I was in London talking to board members about some of these ideas, the performance, nobody punched you. They did not like a lot of what I had to say, but but but despite the fact that the median support they're getting his 97%, they're worried about you. One of the most interesting things and and I'm gonna talk about this is the even a 1% difference between, you know, directors a and director B in a boardroom. If director B got 94% director, a got 95%. They want to know why they really are upset? Does it affect that they got less than somebody else? Well, they're vain but but does it does it actually affect their standing in the boardroom? Did you ask that like does it to others look down? Or they just, they're vanity wants to know why the others in the boardroom seem to and this is anecdotal and this is based a conversations that they seem to sort of like you bro, hug it out, right? Like it's, it'll be okay, it's fine. Like it's happens, right? It's one year. But the directors individually are these are all high performing people in their in their jobs, right? And they view themselves as at the peak of their career and when they get one percent less vote even though they're it's a massive majority voting them. Well, there are made you made a compelling case for anyone who's a shareholder. Anyone was an activist two exercise, your vote against directors because they're actually paying attention, they are paying attention so maybe this will get you to the to the table to negotiate something, if they're concerned, that was Voting against one of the most interesting things on the other side of the table was that there were Investors in that room who are complaining that they couldn't talk to directors. They didn't have access to the directors and yet they vote for them. And I said, I asked the question, why would you vote for somebody who won't talk to you? They're, you're their boss even if it's an incremental piece of being their boss? Well, that's one way to register your displeasure with your access. The analogy making it our companies to sports leagues, right? And and the equivalent here, is that if a player, you know, their version of a direct or doesn't show up for a press conference. They get fine, they hit the pay money. They get not only so these that these directors aren't talking to the investors. It's crazy to me and they should absolutely be fine. They should at least give like 10 of their one-way pass, but imagine if this is more like, if the GM called the player up and the player was like, I'm not talking to that guy evergreening, the message is green and hanging up every time you'd get traded. Right. Like you just throwing off the team, but let's talk about top and bottom performers by vote. Okay, let's do it. So I it would be easy enough to say, you know. Well, here's the direct. We got the most votes this year and his director got the least, but that's actually not that interesting. Because the list of least is so small. That, you know it's almost pointless to talk about what I wanted to do instead is actually say Which directors, one of the things I heard about in London was a director, will make a decision that often won't come to fruition for three or four or five years, right? Like they will, they're making strategic decisions with the management team about a capital expense about paying a dividend about all sorts of things. Many of these things, take years to actually happen. So what we did when I say we, I mean, are you the data Queen here at free float? I asked her to pull all the directors in 2019, the class of 2019 that are still on boards their boards today, Okay, in the US that's about 10,000 directors or just under 11,000 directors, about half of us, directors are still on the same boards today that they were in 2019. And then I wanted to look at what their vote results table were relative to what their five, three, two, one year total returns. Are if okay the theory is if an investor cares about returns and that's what they care about. These are directors, who are making decisions five years ago. And we have five year returns to say did that decision actually translate to shareholder value in the market, okay? And look, and we know that investors do care about returns. We see all the time in small cap companies that when, when the share price is failing, they get angry at directors. You see it right in the data. So they do care, they do care, and it's interesting where they care and where they don't. We have results in 2024, and this is 2024 Us only for 3,000 of the 10,000 directors or so. All right, so about a third of them, we actually have a result for that's, for that's for a lot of reasons. Some are classified boards that didn't come up for election, summer votes happen in 2023, not in 2024, but we're going to focus on that group 3000. We're going to start with them. Out of those 3,000. There were 152 directors. Who sat on boards that had negative returns for every single year. They. Oh, wow. Every time every measure time five three, two, one year periods. Okay? That's five underperformers underperformers every single year 152 of them. So it's about 5% of the assistance consistent underperformance. All of them underperformed their Industries as well. Meaning they didn't just underperform and the whole industry stunk, for sure, five years, they underperformed, the average for all of their sub Industries. They just under before period. The average vote for real election for what, I'm calling the negative directors. was 93.72% for which, in 204, which is ridiculously high, but Let me caveat that you just. You just said that the average vote in the US was 95%, right? This is, this is a shade below that. And you also just said that, when a director gets even 1% shift, they notice. So this is in this context, in this world. That is a significant dip there. I mean, there is again. It takes, it takes very high temperatures to melt these glaciers of Voters, but let me say to the investors if there are You so worried about pissing off 100 and 152 people who have never giving you a positive return, in a five-year span that you wouldn't vote against them. The vote is still overwhelmingly well. Part of the problem at that from my perspective and our perspective as a company that they don't have. They don't have, like, an easy way of identifying this. And seeing the data in front of maybe. If they, if they saw this right in front of them. Hey, these people are consistently underperforming now, do you want to now? How do you know how because? Yeah, none of the the ISS is the glass losses. They refuse to to articulate these decisions these way. So let's look at the good, the good. Okay, so that's the bad. Here's the good 984 of those 3,000 directors, have had positive total returns for every one of those consistent over consistent over performance. That's actually 32% of their directors who had elections this year, consistently outperformed, from 2019 to today and the stock market has been steadily going off. So when you look at them versus their sub Industries, still two thirds of them, 663 of them actually outperformed their subscribers. So these are these are your top. These are Top performers, the average vote of, for re-election for these positive directors was 94.8%. So basically a 1%, a 1% bump for the top performers over the premium is worth exactly 1.08% 1.1 percent. But the irony here, is they still underperformed. The average for all us elections of that around 95%, they vary slightly, they're just about average, right? Okay, so they're not exactly Like outperforming on votes relative to how much they're outperforming in the market, right? So, even though they're getting sort of a performance premium, I'm not sure what the incentive here is to outperform. Well I as we've seen like the so far up until now July 18th 2024 there's no incentive either way, right? There's no like that your performance at a company doesn't seem to move shareholders in any direction. So what I did unless you feel unless you fail attendant unless yeah, exactly. So what we're finding is the vote's are actually uncorrelated to Performance, meaning that whatever thresholds that you're getting from a proxy advisor, has nothing to do with how the company is actually performing in their 10 year, relative to decisions, they may have made five years ago. That should have come to fruition. Now. Right? You're not seeing a correlation because that's not what they're doing. They're saying, did you show up to enough meetings are you Diversified enough? Are you you know vote against the pay committee for pay the over then, 90th percentile or sure some random set of policies that has nothing to do with the directors doesn't actually Have to do with the decision of making, and how they perform over time or who they are. I ran all these same numbers by eliminating CEOs in, in that cohort, family members, dual class shares and the results were almost exactly the same. So for underperformers of their Industries, it was 93.7% votes for and for out performers, it was 95.22%. So the premiums a little bit bigger 1.5% instead of 1% I still think that that premium is interesting though. I mean because again like but it's there yes there's a previous not a lot of there's not a lot of wiggle room in general with this data, right? So that it is I don't know. I mean they do They do vote for over performance a bit more. So, yes, they do a little bit and you can see it in the top performers. So I got a top six and a bottom six lists. All right, go ahead and these are directors at their company where the company they were on the board in 2019. They're on the board now and their votes are incredibly high or who are the biggest vote Getters at the top company, right? So, kahina, Van Dyke at Progressive Corporation, 99.8% for she's outperformed for an entire for the last five years. There Harry DeSimone at Fiserv 99.7% for There's I'm going to put this short list on our website, so we just don't list people. But there is a, there's a short list here of top vote, Getters that these companies who have demonstrated our performance in the same way. Here's your bottom list. All right, PayPal, it has underperformed. The industry has underperformed in general. But somehow and Sarnoff at PayPal. Got 98.8% for votes in 2024. Despite the fact that she has added market cap value for investors of negative 1.3 billion dollars in the last five years, Joseph Rigby at Dominion Energy 98.3% for votes negative 822 billion dollars in value, created for investors. What's shocked me about the bottle list is it includes well-known names like PayPal, Pfizer, Dominion 3M, Dave? Dillon at 3M 95.7 percent vote for negative 2.5 billion in value created, These are not hidden directors, these aren't directors at small cap companies that you're not voting on, you're not researching. These are the biggest companies in the United States. Some of them 3m's a massive Corporation, they have underperformed persistently, and you're still voting in directors, who have been there for five year periods. Who've seen all the underperformance. You're still, we're still voting at for them at in above average rate. I mean, I do Wonder like, you know, some of the names. You mentioned like, Dave Dillon at 3M, who's 72 years old. I still I wonder if investors had this data in front of them, maybe they would change her mind. I don't know. Well, here are my takeaways. My takeaways are okay. First of all accountability isn't really there there isn't. It's not a real thing. The welcome to America the actual performance gap for director. Underperforms on total returns persistently over long periods of time. Is still overwhelmingly voted in and the cost to that director. The social cost of that director is at most 1.5% of their vote. Instead of getting 96%, they're getting 93.5, which you discovered. Does upset them a little, it does upset those. It's a social cost to them, but it is not a real cost, right? Like, let's be real like that. Still gonna get the one way vouchers from Southwest but I also think in doing this research and calling through it all, I have a new theory of investing calling I'm calling it. The choosy director theory of investing well like it choosy director theory of us. So think of it this way. The assumption is that if there's a director who cares about how they perform, If they care about the performance of their companies, they are directors who are in a position to choose companies that they deeply believe in. They're not just taking gigs, they're professional directors to companies that they believe in, who they think will outperform, because it both is good for them, and their careers, and their making money and it's good for shareholders, they value the outperformance, right? If you could identify a director who is choosy about taking a job who could take any job, but chooses the one that they want, you might be finding companies who are likely to outperform over long periods longer periods of time. So I compiled the list and it's a very short list because I wanted to find directors who have a history of outperformance who could get any job and they're on boards. Now, they were added to boards in the last five years. They're on these boards, they have more than 10% of the influence of the boards. Meaning they have committees, they have Stakes their situations that make them powerful inside that boardroom. Here's a here's a couple of companies that popped and the directors that why I'm looking at them. now get a pencil out because this is the most important thing I'm going to say, A company. Like Joby Aviation, yes, read Hoffman's on the board is one of those companies that promising flying cars, you know, and I believe they said something like they have. They, they think they have a 9 trillion dollar market opportunity, which is a make believe, But this is, this is a company where you have board members, who are highly qualified, and are not going to be taking random Chances with their name in a company, they're actually throwing weight behind the company. Companies, I haven't heard of most of these are smaller, companies chart Industries, Linda Hardy is a an outperform and she joined chart Industries in 2021. Okay. Jen digital Eric Brandt out, performer joined in 2020. And all star in. And this this actually I got excited about this as a concept chargepoint Holdings which does chargers for electric vehicles. Now that Tesla is backed out of it. Right. Yeah, I was thinking to myself well you know that that's Tesla is getting subsidies for it. We are all supposed to move to Tesla's, you know, Who's Gonna Fill the void. Bruce Chisholm is on this board. Bruce chizen has outperformed at all the companies he's been on over the last five years. He's an All-Star in our data, he is 18% of the influence on this board. And I thought, wow. Maybe that guy is choosing this company because he sees a massive Market opportunity over that. 57 years. Bet long on Bruce Chisholm I'm long Chisholm. Yeah, yeah, you feels weird to say and sis is my last one. Bob Kelowna, 12% influence there. But my point is There might be actually an opportunity to not look at these companies as sets of, like, just Market opportunities. But also, who's there. And, who else is betting by joining the board by being there, by managing the company, who's got a proven track record? There might be, there might be a investment Theory there. I'm just putting it out there. Yeah, you know what, I would like to see before we wrap up, like in sports, when an aging veteran is their stats are down there, they're dragged on the team. But I would like to start seeing as an aging veteran director, who consistently year after year is underperforming for these companies that they love, right? Just deciding, you know, based on my performance, maybe I'm a dragon on this company. I'm gonna step down and I'm gonna say in my, in the filing. The reason why I'm stepping down, it's been a good long run. I've had a lot of great memories at the bagel table at this board, but my performance as shown by, by providers, like free flow analytics as shown that, you know, I've been underperforming, I have been distracted. I've been getting older, I'm a grandfather now, it's time for me to step down. I like to see more of that coming down. Honestly, the pike, I, I'm actually thinking the opposite, which is the the Al Horford's. Okay. These are aging stars, who were Who deliver, who great team players that they never won that Championship? Yeah, who are looking around the league saying where they're all stars. They're all stars, but they're aging, they couldn't, you know, they never got over the hump. They never won that championship in their saying, which team could not only use me but his most likely to win a championship. If I can join that team then, like my like, I could finally cap out my legacy Bruce chizen. Can you be the Al Horford of chargepoint? Can you do it? It's a horrified that's the anything else to say, Matt? That's it. That's the proxy countdown for the week of July 15th 2024. Join us next week. Yeah, I think we'll be back next week. We jump back into the alternative democracy pool forever in the lookout for sure. Holder. Sharks floating been dates, Wayward directors,