Transcript
There it is. Come on, let's let's look alive today live. Come on. Start this live. From the national legal and policy centers. Think Tank they have they don't think is not operative for them. Consisting of a handful of pocket lint, and a racist, Jelly Bean. It's a business pants Friday show here at July 11th Studios, featuring analyst whole map, Mascari, yeah, quick question, what color is the racist, Jellybean? Well, according to RFK Jr. Since there's no dye anymore have to be white. Everything's white now, write everything there's all well, guys, like you could use beet juice. Yeah. But it's not red red could be a person who might take over the government or something. On today's weekly wrap up, d e. I chocolates, speaking of white or I don't know what we're talking about. It's still legal to pay attention to governance. You know, that it's actually still legal that you can pay attention to corporate governance and your doll is sick. Oh, I don't like that. I don't like it either, but I know what it is. Our show today is being sponsored by a free float, analytics.com. Wow. The only platform measuring board power connections and performance for free. I mean, wow, is there an update coming? There is yeah, I'm getting a data update. Get you on the spot. I hate to put you on the spot. Well what? I, I don't work your free flow analytics. I work a free float media. It's two very different, distinct things like analytics does all the data and media is all the media. I do know that there's an update coming, it won't be until probably August. Let's yeah. So and it will have all the directors in there today. We have no big revamp plans. Although, if you want to see, look, I'll put this out there. If you're listening to this, and you want more data on the platform you're sitting at home being like, man, I wish all that knowledge data they talked about on the show on the platform or I wish there was like, more the connections data because I can't quite, you know, see it because we keep that under locking key. For most institutional investors I am happy to make it free if you all want to get together and like have a premium subscription model if you're interested in that, tell us if we get enough feedback that says we want to see it all then. I'll put it up there, we'll get it done, okay. And by we I mean them our sponsors ready for story of the week. This is too much banter ready for story that. Yeah, shut up. It's all right. Well that's not really right here. That's just straight selfishness and too many sound effects. Story of the week. My first one you're kind. I think you're gonna hate my first one. I'm calling it ano turnover week. Like we had a lot of retiring. I was gonna have to be separate stories, but it's like I'm noticing a little Trend here. I'll put them all together. Let's start with apple. Apple's CEO. Jeff Williams is resigning. This is not too long after their CFO, Luka mystery resigned. So the question is what's next set up. Apple, Tim Cook, who's coming after Tim Cook? I mean, look at how many bitten Lucas like been there. He's 61 years old, he's made a bajillion dollars and he's been there for 30 years like oh, what's he ever going to? Well, I don't know that typically you look at the CEO and the CFO other new CEO is another guy who's been there for 30 years. Sahib Khan. So maybe who knows? Maybe it's, I mean, what are we really talking about here? Let me know. Let me, let me just list the other resignation Twitter ex CEO Linda yuck Arena. Quit after Croc, AI Praises Hitler. Now, You know, I kind of misread this at first thinking, oh maybe she actually has an ethical bone in her body. Maybe she was a step too far but they're not. Now I'm realizing, maybe they're blaming her for Brock phrasing, Hitler, maybe that's know doing. So there was there was more to that story. Go ahead and it wasn't that grok praised Hitler which it did. We'll come back to this in a little bit but it was that rock, rock is the AI chatbot attached to that Twitter everywhere and Twitter right now, where I don't use Twitter anymore. Where do you even use? How do you use the interface for grock? Is it? I don't know what. Cares? Nobody's on Twitter. Um, but somebody was asking Brock about Linda jakeria on the day. She announced she was stepping down and it said and look, this is really graphic and I'm quoting But this is what grok, the AI chatbot that is publicly available on Twitter. Said, yeah, I will say before you get to this quote, there are more and more reports that grok is really just programmed to sound as much like Elon Musk as possible. Like that's the that's the new reporting. In fact, the latest reporting said that grok looks at elon's post. When asked a question in order to know how to respond. I don't even know why that's fun. But anyway, go ahead. What is it? What did Rock say about Linda? It said I believe Lindy aquarena as a CEO of X and a proven leader in high pressure environments. That's the resilience and fortitude to handle a big black dick with impressive skill and determine, I'm dead. That is the quote. They're already scrubbed it from the platform, okay? But that's not what the show is like that. This show is not about you finding every lewd vulgar thing and the internet building, that is the reason why they're saying that she might quit. Like It did that. And then she was like I this thing I got sexually harassed by my bosses AI right? Like but what in public what's the first thing they said about her before you get to that part? What was the first thing it said about her career? She's a private said she was a proven leader in high pressure environment. That's that part's not true. I yeah, because Elon musky. Plunked her grabbed her off of a stage. She was interviewing him for something and hired her fresh, but she doesn't have, I'm looking. I don't, she doesn't have a history of being a CEO of anything. So there's pressure. I don't I really can't talk about this much longer. I can't talk about Twitter next. That's the second. I mean that really was the high profile one of the week but I had a few more. I wanted to talk about the other one. I wanted to talk about personally because it works so well with our show and our data. When do Wendy's CEO Kirk Tanner, Is leaving Burger giant for Hershey. So, going from a, well Hershey's, like a family owned, you know? This is dual class totalitarian. Yeah, let's talk about it. First of all, A just from the get-go. That's a, that's a big win. When you leave a disgusting greasy burgers for chocolate, I think you're already winning, but I just want to talk about Hershey Chocolate. Let's try. I don't actually eat Hershey's, but they must have. They must have dark chocolate. Write their milk chocolate is disgusting, but they must, I think you'd call it chocolate adjacent. If we're being, I can't, I can't eat that stuff anymore. It's it's really weird. Um, okay. But I want to talk about Wendy's briefly because I I'm gonna ask you Matt. Is this another yet? Another Nelson Pelt failure. Yeah, lobbying it in with the Disney failure and just because here's the thing about Wendy's is that, well, first of all, he he was only at one of these for a year. He started in 2024 Nelson Pilates controls Wendy's through tree and fun management, Peter met, and Matthew Peltz controls 60% of influence at Wendy's. Now, On the same day that Kirk Tanner is leaving Wendy's. That they also announced that Matthew pelts, the son of Nelson, Who was a partner of trying? is also stepping down from the Wendy's board to be replaced by Bradley, pelts another yeah finally, Who Matt, who 10 years ago? Was drafted by the Ottawa Senators in the NHL playing hockey. This guy's is a nothing. I mean, he's he doesn't do anything really. I mean, no offense, hockey players, eat burgers. So it makes this perfect Synergy. The Wendy's share price has been falling for years and really, and I'm looking at the pay package of Hershey's. He's not like he's, yes, he's getting a, he's getting us some sign on equity, which they all get, but really, the pay package is just a little bit more than he got at Wendy's Kirk Tanner but it's pelts free, it's pelts free. The other thing about the Wendy's board is that James Dolan's wife is on the board Kristin Dolan. So this is important. So I'm just saying, like this is what happens people, I mean, and part of this is that there's other stories about governance that recovering this week. So I just want to point out the irony here that The governance world only seems to react when activists investors come along, but then you look at the governance of activist investors and it's terrible sucks. What they're good at is identifying governance failure, not governing. That's, it's totally different skills. So I'm applying you Kirk Tanner, you made the absolute right choice. Yeah. Anyway that. So those that's my first 33, big kind of executive shifts going on there. Wendy's Apple, and Twitter. Next story a speaking of Elon Musk, unfortunately, This story kind of has changed and more very quickly this week, at the beginning of the week, people were playing where is test was shareholder meeting, right? It's been a while. They haven't had a proxy statement in over 17 months, I believe. I mean, what do we need a proxy statement for, I don't really know, I don't know what anyone cares, but but then suddenly Tesla, I think yesterday, maybe this morning, I don't know, past couple days, they put out an 8K with it. A very exciting item 5.08, which is very exciting for all. That's where everyone's nerds, I don't ever see that. I I run the proxy countdown show every week and the two items that I look at the item 5.02 which deals with, you know, any changes with direct partners and stuff. Yeah, and item. Five point. Oh, seven. Which is where the report that the vote result. I didn't 5.08. Wow, that's really nerd. Wow, I mean special, we wait for you is so weak for you again. I don't care about Tesla, take a nap, they set their date for November 6th, which I was like, boy. That's seems like a long time away. But now that I'm looking at the calendar, it's only four months. I can't believe, November is only four months away. But but anyway, Why? That's the story of the week Tesla is, is this a story? Like so the story was that stupid to me that this is what they're mad about. Like they're not mad the board doesn't do its job but not mad that the CEO maintains that they're mad about. Where's the shower meeting? Because you're not gonna vote anyone out anyway. People. Yeah, you Never voted anybody out ever? Yeah. You never done it like and and not only that, but, like, the things that investors are now angry at, or are now the Elon Musk wants to start another political party. They're angry at his name politics. You, you know, he did that starting last year. Where were you last year when he was meddling in politics that running his company? Yeah, not to mention the fact that, what were you going to do differently shareholders? Like, set a meeting not said a meeting. I know there's some Texas law that, says, within 13 months, you have to have had your annual meeting, but there's no, there's no Texas precedent. Like There's No, No One's Gonna oversee this. There's no accountability here. No, literally, no one cares. It's just so media. Manufacturer story. What are you doing? This is what irritates me. And I don't want to alienate anyone else because I feel like the two I do. We only everybody constantly even our only fan, I think we've irritated, but yeah, we've been one year. Listen, this is what you're Takes me the most about the the old-fashioned kind of ESG, professional old-fashioned corporate governance, professional first of all, they don't invite us to anything which I find irritating know, but SEC. But here's the other thing. That'll understandable, irritating know, I don't know. It's understandable. I mean we could still have conversations. Look about that. I'll say this. We can be professional. But you don't have to be professional of time. But yes, we can be professional and it can be and I invite you to come and look at our, all the work we do, all the notes, all the, all the data, all the everything data will be blown away by everything we actually do during the week. That's not the point. That's not the point. The point is this is that we rest on these like ancient 50 year, old Laurels about corporate governance. Where the one thing we want to complain about is where is Tesla's meeting, you know. It's like I you know or or Cheryl the proposals are down 0.7% like come on people. Like we're giving you a whole new way of looking at a whole new way of looking at boards. Like come on, hold made 74.3% of attendance. That's like join us. Join us and trying to push this further something different. Something like we're measuring the meritocracy as you complain about shareholder meetings. So I don't know, just like, come on, let's push this together. Let's push. Let's okay. With you, I'm in solidarity. But okay. But yeah, but you know, the headlines are that. You know, where's the meeting? That's people are upset. You know, they're really now we have a meeting. And now here's the governance. Yeah. But anyway, sure. That's the second big story that we third. Big stories is something that we were looking at in the past because Verizon did the same stupid horrible thing and now T-Mobile's doing it, here's the headline. T-Mobile follows orders from Trump FCC. Oh and d e. I in order to get two mergers approved, how does that for? For Shameless like you're just sacrificing people, the American people here you why don't you just put out a press release that says in order to complete a merger that will make our Executives more money. We traded black and brown people and women like, just, right? That is your pressure. Here's the quote stop hiding behind something else. Just write that. Here's a horrible quote from your horrible people at T-Mobile We remain fully committed to ensuring that T-Mobile does not have any policies or practices that enable invidious discrimination, whether and fulfillment of Dei or any other purpose. Now. Do you know what Nvidia means? Here's what Nvidia means because they're really, they're really going for it and videos means anything likely to arouse or incur resentment or anger, and others which basically means everything everything, it's 2025, everything. So, if a horrible white racist Administration, decides that that trying to uplift. Anyone is upsetting. Then T-Mobile saying we're not going to. Hey, we're done. I'm gonna do that for forget that. So why? Yeah, so there They're going Christian, sensibility of Americans was uplift. The whole Statue of Liberty nonsense, I thought. like didn't Jesus say like, I mean, We're just completely. We're okay with the fact that that 10% of companies are run by women, etc, etc. This is all okay fine and I just want to point out who the CEO of T-Mobile is a man named Mike Seaver. A CNN business recognized Mike as CEO of the year in 2022. Wow. And Yale, the great University Yale University here in my beloved. New England Yale honored him in 2024 with its Legend in leadership award in part due to the impact of all of his incredible. Wait, is that join? That is a felt like sivir. Congratulations, throwing throwing good throwing Americans under the bus because you want another dumb merger. Honestly, which we don't even, and we don't even know. These mergers are going to be successful, but we do know that that you're going to throw people under the bus. Like does, you know, does Team Mobile actually have like work anywhere, does that use team? I don't even know anyone who uses T-Mobile. I don't know. I don't think is for, and finally, that, that's the third story to make. Finally, another old nugget, I wanted to turn up because we prayed this a lot in the past, I don't know, if you remember this. I'm sure you remember. This was it last year last year and a half ago? So UPS, the labor union of huge Victory, they had a strike, right? And then a huge victory in their contract part of which was a massive raises and wages, and salaries. The other part was finally treating its workers like human beings. One of the big initiatives there, they believe it or not, I can't believe. I'm even saying this is 2025, but one of the, the major victories was that the workers. The drivers were finally going to have air conditioned Vehicles because basically they were dying of heat exhaustion driving around in these hot boxes and, you know, and places like Phoenix Arizona. They're like 110 degrees every day. So imagine the inside of one of these trucks. So flash ahead a year and a half later. UPS required to equip, its Fleet with new air conditioning delivery trucks. By the time the current contract expires in 2028. I didn't realize that little detail. As of last Summer according to scene and Reporting. They have not bought any new trucks with air conditioning. Yeah, and work UPS is going putting on a statement saying that they do not publicly share the number of vehicles, we purchase. So not even going to tell you, the reason why I'm talking about new vehicles is that they are required to have air conditioning in any new vehicle that they give to the delivery drivers. So the point of the story essentially, is that there's still battling the heat, there's still suffering. These drivers despite the fact that 18 months after this contractor is right. And the reason why this is important And if you if you if anyone asks you at your dinner partner now, your barbecue, why is Labor still important? Why are labor movements? So important that comes up all the time is my department is because no one else is gonna help these people that especially with what's happening in the Trump industry. Should the only way to get air conditioning now for your worker? Because investors don't seem to be exercising, their vote at meetings. The Trump Administration, Trump is rolling back. All regulations. CEO is King and now you you need labor unions. Not a fight for for rights for your workers like I wish I had my own notes in front of me from like last year because we are maybe two years ago. We talked about how Capital was effectively crushing labor, right? Like it the and this is it, right? Like the story, the right before this. The T-Mobile story is the same exact thing. Who is the Dei? Right? Like whose the Dei that's just labor. That's just your labor force. You're Share company like force. Yes. I mean, come on. Yeah. So what what you are seeing is a company that makes an agreement with its labor force that it has no intention of upholding because there's no accountability for that. It's not like investors are going to be upset. They didn't put air conditioners in their you know Vehicles. You have T-Mobile. Who's actively bargaining your labor forces. Futures for a merger. That really only helps a few, a handful of people at the company like mostly Executives and shareholders. Like what do we really talking about here? We're just talking about Labor's, getting crushed. Oh your stories. Hey investors at UPS you're you're stock, it can continue to get beat year after year. Your board, the performance analytics on your board. If you go to free flow analytics account, our horrible. I mean, there's like a bunch of people hit and like 200, including your CEO, make a change, make a change. A great. The great Khan game is that anyone actually cares about performance. They don't they don't they care about status quo not performance, right? Like it's well, that's not going well UPS. Anyway, so maybe pay attention to your to your workers. All right, so my options here are Neo turnover, the Tesla actually has a meeting coming up. I definitely not using that one, like it was the I was everywhere. I know, I saw people, I follow a LinkedIn and all the businesses headlines. It did seem to be like the cause of the week for the corporate governance. Yes, I saw this and I was like they were here about was like, we're gonna, we're really gonna complain about this, but I guess it worked, right? Like that place. Just I'm really excited for our show like the three days after the meeting, when they finally get an 8K out, that says everyone was reelected and everything was passed but there was a hole that oh they're gonna have a meeting is actually happen. What's gonna happen? Luckily, it's a classified border election, so only a part of the board will be up for election unbelieve. God, so unbelievably stupid T-Mobile and UPS. I'm gonna go with Neo turnover, which I is the real one or the week. I guess it was the story of the week and I love the poll on. I mean, jaccarino got all the headlines, but I love the Tanner pull, the Wendy's pole because we are tagging CEO succession fails on directors. Now, you want a year? So year, one year is what you could last under the under, the pelts family and listen to the interim CEO is, it's the CFO Ken Cook and he started less than a year ago. I don't know. I mean, this is just turmoil if I had anybody who wants to work with them. Yeah, if you're an investor you should be looking at Wendy's and saying like maybe it's time we vote out Nelson. Pelts. Well, we have a professional company to run a full 30% of your board influence is now Going to be in the hands of a kid who played hockey 10 years ago. Like like this is what you have to deal with. When you go to this board, you have to sit there and you have to basically beg the permission of Brad pelts because you know that he's texting Nelson all day long. I mean, just I mean, I'm sorry, but it's just too much, it's too much. I know double nepotism too. With James Dolan's wife on the board too. I I love how angry you are at hockey players but it's like, what a first. I'm just saying, like, it's farcical, we can't get investors to pay attention to directors and yet like, you know, dudes are putting their hockey playing kids on the boards. I mean, yeah, like it's farcical what happened to the meritocracy this Nelson. Pelts. This was the guy complaining that the Black Panther had too many black actors and despite the Black Panthers like one of the most successful Disney movies ever. I mean, I don't even know like what are we doing here? What are we doing? All right, let's go on to goodly as because there was nothing good this week. Well, that might be true, actually, this is a tough week for news. This is, I'm gonna go. I'm gonna go first because my goodly list was actually one of your stories of the week which is Nest. Tesla announces, November annual meeting. I just thought, but I look, I thought it was comically good, right? Like it's so funny because now you're not gonna hear anything about. Like, there's not gonna be any more hand ringing, there's not going to be any more like Oak Tesla's flaunting, the law, like now all the lowest common denominator like we're applauding this literally literally that's what, that's, what's so good about it. It points out the hypocrisy of the sort of governance Community, which is like, as soon as they set the meeting regardless, the fact that they set the meeting like a year and a half from their last meeting, right? Like where way past when you should have a meeting in the first place. But as soon as you set the meeting, it's like attendance, right? Just show up, just have an annual meeting. That's literally all investors want. That's all that. That is That's 2025 governance. It's a scary time with what Trump is doing to the SEC and all regulation. And then we're sitting back and letting all these companies, leave Delaware. It's a scary time. I mean, part of what Delaware has given us is, you know, some level of of Standards we let everybody go to Texas, Nevada where I mean, what's gonna happen, it's gonna be the wild west of governance. I mean, it's just gonna, it's just so we shouldn't sit. It's not enough to apply the annual meeting. Go to all these meetings and vote. No. On things start to start to start to like not things. People have all the people everything at this point, everything on the ballot. Should be a. No. Yeah. All right. That's good list. I don't even understand. She's a heavily sarcastically. Yeah, mine is kind of self-serving, I suppose. The headline is prevention is better than remedy majority of investors. Say governance, gaps attract activist 84% of investors said that poor governance was the main driver of activists investor intention. Investors. Largely favored activism targeting the board on governance and management. Change versus operational. Balance sheet or Mna activism. Meaning, that here's my takeaway from this investors. 71% of investors say that these activists should do something about governance, right? And 84% say that we governance is what attracts activists in the first place. My takeaway here is that governance is suck. It's it sucks. Like it's right. I mean, no need to be changed. No, I have things are happening. Even before an activist investor comes along. I have a slightly opposite reaction which is investors. You can make the governance better before the activists get their can they why? Why? I mean like if everyone percent of them investors pulled favor targeting the board on governance and management, change you. Have the ability to Target. That's the one thing you can do. You can vote out the other two or three activists for why don't you measure the board and the performance of the board and then vote accordingly and then then what will activists do right? Like yeah. So here's the issues that we're learning about is that we have potential clients, who tell us that what we're off that while they like what we're offering that. And they think it's it's novel. It's relatively genius compared to what's going on in our, in our content and our industry, that it's too aggressive. It's too aggressive. Its aggressive. We don't want to upset people. We don't want to But at the same time what an activist investor comes along they're suddenly willing to act out that aggression. So so we're also seeing Executives saying that they there's at least one if not two members on the board they want to get rid of but they're it's too costly. It takes too long, they're afraid of hurting other people's feelings. So that the what's happening is that people think that we need to get rid of directors. We need to make changes governance is still important, but we're all too afraid. Simultaneously afraid what I don't need to do. We need do we need like like mantle Ridge to buy one share and every company was shit governance, and then and put out, press releases that they're taking a stake in all of them to change governance, and then everyone will actually look at the board. Is that what we need to do? So what here is our? Our president is creating like, you know, prisons and Florida for American citizens. Its imposing their lie detector, test the FBI If they're loyalty imposing tariffs on our great friend Canada, you know, they they're their vote, they have, you know, vulgar names for everyone. They're getting rid of Dei programs, but this is a step too far. It's a step too far in our American democracy, our, our free capitalism to Target the boards of directors at corporations. I've just so see, I'm so confused while we're still getting pushback in this. I mean I I really turned the good list into sarcastic goodly and how failure. That's what I mean, that's right. That was on me. But the good news here is that it is still important and I I know investors are still care. We're starting to see even some of the people in our field have been around for a while agreeing with us that we have to start Target directors. So People know, this is important. Yeah, I think that's true. Yeah, and we're we're letting you say it's important. We're letting it important and blame us in the Press. They must Give a court to the New York Times or financial times or whatever. Blame say look, it's I didn't want to have to do this, but Matt Damon. Floors data, you know, basically there's that right? All right, let's go to assholes. I'm gonna say yours is a good list even though neither are good, you're just stupid. Um, how dare you? All right, I have three assholes for you better than four. We're already Victory. Better than fourth, is not actually not a lot to say about all of them. They're going to be fairly self-evident. Number one is democracy democracy itself, just to Mark. Yeah. Democracy American democracy. Yeah, American democracy. We just did a proxy countdown yesterday. We went through the proxy season. 2425 proxy season. We covered So much stuff in that show here, right? Like 73% of votes. Cast in the alternative democracy were for directors. In the US. It's 73% of 3/4 of your time is spent picking directly the most meaningless exercise, right? I mean, yeah, those directors, get 96% for rates on average, so like and I got doing much picking in society. We can't agree on anything like that. Like, this is nothing even like the, the election around here for the waterboard like there's a contest, right? It's like 64. I mean the water. Yeah, people are complaining about the backup shortstop for the Mets, but but this, this, they agree on this. This is 90% agree. And in fact that we found that 0.01% of directors, who are up for vote, were voted out. 0.01% say yeah that's an insane. Number 99.99 percent of directors got re-elected. Considering the good people that I know that I see on LinkedIn. Some, some friends of our show, some some family friends that I know in the last six months have just lost their jobs, a good smart educated people. And yet all these directors, they just maintain their jobs, no problem. So, we know governance incorporations isn't working. We just spent the first 30 minutes of this show talking about it. The data bears that out. We know the governing Gap governance gaps, attract activists. We know that governance proponents the when it comes to shareholder proposals the, the government needs proponents. That's the Jim MC ritchies the John Chavez, the Ken Steiners, the world. They're the only winners ever 18% win. Rate of Cheryl's are proposals that don't strictly with, like, simple majority voting and like they're the ones who actually changing companies they are. I love them for winning but I don't even know how they're winning and we know that investors the money. The ones who actually have power don't care nearly as much about performance as they say they do because we found that directors batting 333 or below 330. The average director bets 500 333 or below on TSR, they actually outperformed directors, the average vote at their company. So the bottom dwelling directors, on a company's board. Actually got higher vote share than the average. Well that board thanks to Mike Seaver. Now maybe I understand all the CEO of T-Mobile's because we've entered the Nvidia error where error Nvidia right where where we can't vote for or against anything. Now we were not really allowed to have an opinion, right? We're not really lost that they consult for that. That's a, that's a thesaurus game that's but that is 2025 in a nutshell, right? We, that's right, even if we secretly believe in something, even if we we understand why, it's A valuable cause you know, better not. I mean really, honestly, like quiet about it. We probably shouldn't even donate to like a homeless shelter because maybe someone will be upset that the real way to help the homeless is is what I don't even know. Like maybe giving them Bibles is a better way to maybe taking their. It could end their money. Sure, I don't know. But we're in the Nvidia era right now. I love so and we also know that according to free flow data only 22% of us directors have Merit so that's basically Well, like, part of this one in five directors. Actually on paper, might deserve their jobs as far as we can tell, but we also know that one in four directors are connected to one another, right? Like one in four directors have at least one connection to the board that includes CEOs. And that most of it goes through, not a lot goes through non-profit boards that we can't even see except in free float data. So, really. And here's where I get to democracy is a problem, and I don't just mean alternative democracy because we should be losing our fucking minds. When I when you see this headline, New York's Financial crowd rushes to build an anti Mumbai War chests and Jamie Diamond says alright Jamie dimon criticizes Zoran this week. Yeah, as Marx Democrats D E, I push big hearts and little brain. Once you shut your fat mouth, Jamie here's the thing. Well wait, wait by elections, and you shouldn't be able to buy elections democracy shouldn't work that way right now. Yeah, that's all that happens. The only thing that happens. Repeat what you said what what does he say about hearts and brains? Repeat that. He said, big hearts and little brains, but this is the fallacy in of male thought in general. This is why our culture, and our world is being destroyed by men because this is, they, they set those things to be an equal proposition that. If you have a big heart, I mean, do you have a little brain? It's a very male aggressive stance and it's what I believe is, is potentially going to destroy our, our world. It's this horrible male way of looking at what it means to have a big heart. So there you go. Jamie Diamond, congratulations for saying it out loud. Essentially, that in the end, there's no profit or there's no, I don't even know what but it's a loss for Humanity. Yeah, go like, you more ones are the ones who want to Trump elected and that this is what we get in this country. When Trump gets elected in the end, it doesn't matter. It doesn't matter if you're 4 me or against him. What matters is? That it's not your fucking job Wall Street to tell everyone else. The majority of people voted for that guy. That is what the people want. It like you can't any more than I can say, like well like Trump is, you know, shouldn't be president, he should be because the majority of people in the country for whatever reason voted for that. Moron look. This is, that's how democracy Works. Get over yourself, one of the great things that. So the great Bob monks, you know, passed away. We're speaking of old, you know, the old guard, the old government's guard, the great Bob monks, the guy who founded the company that I first worked for that, really made me into this field, the corporate library, one of the things that he one of the, the main pet peeves, the things he was most angry about a towards the end of his career. Something that was kind of, you know, tangential to the corporate governance world was this 2010 Supreme Court decision citizens united decision. Yeah. This is that was a big deal that tilted, political influence, towards wealthy donors and corporations and he he was livid understandably. Live it about it. And, and this is exactly what you're talking about, right? I mean exactly what you're talking about, right? So, because how do these people in place, like New York City even have the legal mechanism to to. It's one thing that they even want to put their money into. That's just one thing. You know, you could want, you can wish all you want to give your money for these things, but that they can is, that is the real Insidious part of this, that they, they actually can influence elections with their money. So that's essential number one, democracy today is democracy already. Yeah, and number two, advertisers. Oh, I don't this one's easy. More do I still see ads? Maybe you do on the internet but look your ads are now next to AI for Middle School, boys. Because growl freezes Hitler gives credit to MUSC for removing woke filters new though. It's not new. But the new part is that this is right after advertisers got held at gunpoint and lawsuit point to get back on Twitter. At the same time, the FTC the Trump FTC is moved to stop advertising boycotts. As in advertisers can no longer pick and choose their platform and videos. It's seeing videos error, right? Because if you, if you're against Neo Nazis, you might anger a Neo-Nazi, right? So you can't hear anyone. Your Nike shoes are showing up next to rock saying, stuff about Linda jaccarino and that people with the last names, like Goldberg are like the big threat. Like the most heinous stuff you could possibly say. And musk says, Of this. And this is the headline. Musk says, Rock chatbot was manipulated into praising Hitler at the same time. This is literally the same day. Yeah, Rock was created by humans. Brock 4 appears to seek Elon musk's views when answering controversial questions. They have screenshots of the AI thinking where it shows like how where it's getting its information. Its first line of thinking is search through Elon musk's posts on X well. So yeah, if you're what are we doing, if you're stupid enough in 2025 to be going to still be using Twitter or whatever it's called and not realizing that this is all the the machinations of a child and you're crazy. But we unfortunately people are ignorant to that probably and they don't realize that Elon is controlling everything. Well, we need to stop hedging. We need to stop saying, well, elon's a brilliant businessman, and he's a wonderful innovator. We need to stop saying that entirely because we didn't say Hitler was a you know, a brilliant dictator. He was Really like to say that. But yeah, go ahead. I'm not. I mean like if you said that out loud right now people like okay 10 years ago what? Yeah, five years ago wouldn't be okay but like what Elon Musk is is a nightmare, he's an anti-semite, a misogynist Pig baby. Like he is a man flake like unhinged horrible human being who should have no platforms and like I'm not a canceled culture guy but this is not like something where anyone should be on his platforms. Unless they are equally the same way, let us and get off of it, but there's no such thing as actual cancel culture. That's not a real thing. I know, I'm just saying, so advertisers get out, take the lawsuit, just wait the 10 dollars. It's gonna cost you because you have so much fucking money. It's gonna cost you like, you know, a couple million dollars to fight a lawsuit from his musk. Yeah, wait, just hold it up in court for some years. I mean, the political and Just change, they change for these things to unfold, like and lawsuits to unfold. And let's all take a deep breath, a collectively. Like, look at the history of American politics in our democracy, these these administrations they change back and forth. Constantly, so fight in court for a while. Fight fight to keep your Dei fight, fight to be able to the right to advertise where you want to. And then, you know, hopefully in the next Administration you'll have power again, I mean, don't you just give up immediately. I mean moving up and this is the cost of giving up you Empower in enable. That's the problem. This the worst behavior for a couple of human beings on the entire planet. That's true. All right. What else do you have an asshole? Third. Dollar Tree. Oh, that's no Dollar Tree. Yeah, it's an easy one and we'll deal with it with a dollar store is automatic asshole. Well, yeah, that's true. But I have a new rule. I got a new rule off of this headline and I'm gonna call it the the Jiang Zhao ya Aristotle rule. For those of you don't know, he is a classicist who has written in some of the best Cheryl proposals that we've seen the last few days. Oh yeah. And at least, in the last couple years. Yeah, very um, they don't support but there but AI I happen to agree with all of them, but, but be there very, they're, they're the wording of them is very entertaining, but go ahead. Yeah. His rule based on Aristotle's view of like land ownership from ancient Greece. Is that the CEO pay ratio should not exceed five to one? I love because that's effectively his he's built that rule. That's not that far from. I remember looking at Japanese corporate governance. Back in the Day. It's not really actually that far off from from a lot of philosophies in the East, where CEOs actually did not make a considerable more than their workers. I mean, let's say so outrageous. I'm saying this is, let's say that in America. We're super capitalists. So we go with 50 to 1. Okay. Or even that sounds outrageous, but yeah, that sounds like a lot. Okay. Then I saw this headline share, buy back program declared by Dollar Tree board of directors. The this is from their proxy. Our median employee and fiscal. 2024 was a part-time hourly store Associated located in the associate located. In the United States out of 209,000 employees, 140,000 were part-time employees, Mr. Creedon, the CEO is total, annual compensation for the purposes of the pay ratio was 9.2 million dollars. That is summary comp. That's not take home comp, that's not realized compensation. He's a new CEO. So when is options, vest, it's going to be way more than that in Russia spec, but let's just take it at its face. The median employees total compensation for 2024 was 15,600 and two dollars, I think estimated pay ratio is 592 to 1, think about, just think about that in the first place, think about running a corporation in 2025, and you're okay with a median employee compensation of roughly 16,000 dollars in America. And that's just, you want to know why? Below mom already wages. You want to know why anyone listens to Bernie Sanders and Mom Donnie? He created made the median employee salary in 14 hours into his first day of of the year. Not even the day of work. Just the first day of the year he woke up and he'd already like assuming he wakes up at 7:00 in the morning he already got halfway to his median employee salary on January 1st. The board approved a buyback of 2.5 billion with a B dollars. Roughly equal to 11.5% of outstanding shares of today's prices. The annual total paid to part-time employees at last year, was 2.18 billion dollars. They basically took a full year of 140,000 people's pay to buy their own stock back in Greece investors, if you can afford to deny your part-time employees more than the current ten dollars an hour that you pay on average to Cashiers. Is that right? They pay 10 to 15 dollars an hour for their employees 10 dollars. An hour was for cashier's, 15 was for, I don't know. So like people, you know, loading stuff. If you can afford to take all of their pay for the entire year without making an extra dollar and buy your shares back. Then you should be able to give them a living wage of some kind. I am not a socialist, I am not this to me. That's not socialist. The one that this it gets egregious at some point when when you see that kind of money get thrown around. But you know, that like people who are like are worried about tariffs, they cut food stamps in this country and SNAP benefits. They're cutting Medicaid. The people who need it. Everybody who needs a safety net. No longer has one and you are buying back your fucking shares. Like, that's why Bill ackman's busy complaining about. Like, the socialist Democrat, New York City. And when, when this is why this is, you did it to yourself. There's, this is why six Dollar Tree. You're my, you're an asshole. Not there's two things to stand up to me about this story. First of all, the board approved a buyback. I know this did not go to shareholders, I'm not saying that was not have supported it because we see them, they would have boarding everything but still I don't know why the it's the board that gets to prove this and second of all, I want to remind people that in Japan, major corporations with Revenue exceeding, one trillion yen, show ratios around a dozen to one 12 to 1 for. It's it's possible. That's all I'm saying, it's possible and everyone are. Yeah, well, in America, we innovate, we take more risk in Japan. They don't whatever, look Jack. If your people have jobs, they're happy they're full. What what has What are we really talking about, right? Like, what are we really taught? Anyway, those are three options, democracy advertisers, and Daughtry democracy, seems too vague of a concept for me to support this week. I mean, and again, this is like a, it could happen every week, right? I mean, what are you upset about this week? You're upset about? Oh, because we did a 2025 countdown it. Yeah, so I mean nuts, looking at that, I'm not gonna support that one, but I will say that go down load. If you care about this stuff, go down low, the this week's proxy countdown because there is a lot of good information there with the 2025 proxy season. It's actually more than just shareholder proposals. Oh, what? There are other things. Advertisers again, that's one seems. A little loose. I love it, it's it. But this is an ongoing issue and I think that and and I I this conflates with my anger against T-Mobile against one of the Yale, top leadership guy, CEO, Mike Seaver. So I agree in the knee and I'm angry, that's an asshole Behavior. I, but it's kind of hard because like their assholes by not doing a thing. But you know, I do agree with you though. I mean, we need to start fighting back is the point, but I got to go with the very nerdy one, this just happened, this is an actual event ratio, and, and this is something that not enough credit to. I think it was Rick Marshall. Rick Marshall. One of the early, kind of one of our advisors, yeah, and co-founders of the corporate library, along with Bob monks and Elmo. One of the things that Rick Marshall was routinely upset about that. Really, nobody else was maybe Maybe they weren't smart enough. Maybe only Rick was smart enough. Was this very topic? He would routinely notice these shared. Bye box and kind of, you know, just like you share his frustration about how horrible they were. So I gotta say in honor of Rick and an honor of a good pull here because you made it actually very simple, like, like this money is basically the same money. You're paying your, your underpaid employees who won, and you could just, you could just double. And if you don't think that that and an angry, beleaguered labor forces, not a long-term risk for the survival of the company, then you're more on. So there's a lot of different ways of parsing this one, but I'm going to vote for Dollar Tree share by back because definitely my asshole the week. Wow. All right, let's wrap up now headlines. Winners predictions. I'll talk. I'm tired. I just listened to the show. What is it? Just watch this every care why we do this, I don't even know it hurt myself doing it. My headline is the week. This kind of goes along with some of the other stuff I was talking about this week, a TVA board. That's the the what is that? The Tennessee Valley Authority is the one that Trump took over, you know, Trump became the basically the the chair, the lead director, all the nomination committee, everything the government has a Has to say in the, the board there. The headline is TVA board set to be all male all white. So this, this is the takeaway, this is the anti Dei takeaway. This is the dream in a nutshell. I mean, really, this is what it's always been about the dream. This is what I've been for ten thousand years but this dream. But this is what we've been kind of shouting about for the last 18 months. This is what we've been warning about and maybe I'm sure most of our listeners have, you know, agreed with us. If they're sticking with us at this. At this point, they probably they're probably pretty aligned know. Listeners are are very worried when the TVA will have their next shareholder meeting, okay? It's like they said, but the point being is a, you know, we have been warning people that what anti Dei and anti-esg really is is code for being anti-woman and anti people of color. And and this is this is the end result is that we're going, we're going back and it also I mentioned Delaware earlier companies. Exiting Delaware going to places like Texas. Nevada, this will also be the end result of that. Is that you they will no longer be disclosing as much. They will have more classified boards. They will have all whiteboard, like they were gonna completely shred. All the, all the things that this moment, this ESG movement has worked for all these decades. Yeah. So that this is headline. Yes. Not angry just or I had my coffee at the wrong time. Oh yeah, I got two headlines. Yeah, one is just straight up headline Barbie launches doll with type 1 diabetes. I thought that was a joke and then I saw it was a New York Times and I tend to believe in New York Times. So I guess not only is it real, but is it discriminatory against type 2 diabetes. It was really one of the one you're born with. Type 2 is the one that you require through bad habits, right? And type. You're born with. Yeah. And then I saw this headline. It just made me giggle how Starbucks founder uses the two chairs rule to guide every leadership decision. I read that? Can I tell you that? I always loved. I loved all the Howard show stuff because I've said this many times, Starbucks is my favorite corporate governance company because it's just so entertaining. Even, I couldn't, I, I started reading the first like third of this article and I was like, I don't I just, I was like the second, I don't the second two thirds were was fluff, but there's the quote from Schultz that said every decision that we tried to make with two chairs metaphorically sitting in the room was designed to ask ourselves during the debate. Is this decision going to exceed the expectations of our people and our customers and make them proud. I thought, what does I thought the two chairs? He was talking about were the roles of CEO and chair of the board that mean, what is the metaphor? In well, either the metaphor I said, I guess is all of our employees are sitting in the room and all of our customers are each. And one chair metaphase have a chair. And this is like remember Clinton Eastwood yelled at an empty chair. He pretend like it was Obama during the Republican. I just thought this is fabulous because yell at it like like the government's like, where's my chair? Like, why don't like this one? Yeah, this is a weird one that communities writ large or like, you know, you got your people and your customers, but I don't shop there and you've ruined my like life by getting rid of all local stores. God, if you believe in God, and, and this is something that I know the thing I've been repeating for my whole life, is the funny thing about Starbucks that makes me crack up the most. It's it's drunk. He's a drug dealer. He's that was like, I love it. Actually, caffeine is my favorite drug, it's always been. I don't actually have a lot of vices I love coffee. I love black coffee, but Howard, Starbucks is it? You're selling drugs to people, they're addicted to, it's like you know, your metaphors, too many metaphors, two chairs. All right time and you sold a lot of good drugs. What are we doing here? Who's the winner for the week for you? My winner is easy. It's the new CEO of Hershey's, Kirk 10. Oh good. One more chocolate. Let's discuss and grease less. Pelts! More diversity. In leadership, Hershey's is actually incredibly diverse. They have three Hershey trust board members who basically run that board, it's an Asian woman and two black men which is just unusual in our house and the Dei and the lead and the lead in independent directors, a woman and there's zero nepotism. So, Kurt Tanner. You're getting a little bit of a raise and you get to leave the stink of Nelson Peltz. I mean that's a win my winner of the week is actually professional tennis which is the great billionaire equalizer. I know what you're going to say. I saw this headline biggest joke I've ever watched him, professional tennis Swift backlash, after billionaire. Bill Acton Pro debut, of course he plays tennis apparently. He thought he was good enough to play professional tennis and he just got whooped. Wait, what? This is true like, yeah, this is, I don't, this is what he do. This is why babies do, right? Like, they You make a million dollars, you complain the entire way that you're a victim and then you buy your way into a professional sports league, right? Like because because that's what you do. When you just thought it was a great winner. New Yorkers. And I, and I speak from experience. I lived for at least a decade in New York City. New Yorkers can't afford to ride their own public transportation. They can't afford their apartment, they can't afford to eat out. And yet Bill you're you're depressed that they they might want to Canada that's at least gonna try to help them with that whether he'll be successful or not, I don't know but he's just trying to offer ideas to help in your depressed. You're angry and you're playing tennis the same time. Like what? Yeah you you're busy trying to be a professional tennis player you help you fell in New Yorkers. Yeah something about it. It's so funny. All right, what's your prediction? My predictions that new Wendy's director. Brad Peltz gets caught, watching hockey during board meetings but, you know, he's still at the board meeting. So it, he passed his attendance and he still gets to support of 99.3% sure. Wow, that's that's, that is actually the best prediction you've ever made in terms of that probably pull. Yeah, outcome. Um, I saw this headline Elon musk's. And yes, it has to be a must base prediction. You know, I must obtains permit to spew. Pollution. And I thought isn't this? The greatest future Money Maker for the Trump Administration like rather than T-Mobile trading? Dei why not do permits for heinous shit? Like my prediction is Trump begins to issue permits starting with the starting cost like a million dollars for oil spills, pollution hate speech, D4 station using Force labor? Like can you imagine that? Like like we wouldn't have companies wouldn't have the problem of looking like it was bribery. They just said they had to they bought a permit for it so they could do it. Like that's my prediction, stop advertising on X, that's all that's hazelnut Ross. Told him I'm scared, we are free floats, come back next week where we've got multiple shows. We've got this show on Tuesday. We got shareholder Primacy on our channels on Wednesday with Mike Levin and lifted. I just saw and lifting again and New York Times. That's because she's everywhere. She's a great. Aunt Lipton. We Got proxy countdown, which is where you get all the data we may or may not have a proxy countdown for, you know, a lot of Summer. We'll check in because it's not season, but we'll come back to that and we got the Friday show to wrap until then good. Bye.