Transcript
There it is, come on. I'm gonna go right to it. Yeah. Live from. Okay. Stay with me on this one, man. Oh man, live from Robbie Starbucks. All white Oreo, cookie calendar. That's already crazy. What's, what is an all white, okay, and why is he gonna calendar, featuring 200 days called either Christmas or July 4th? I like that. That's a great calendar. Come on, great calendar. Yeah, it's an all-new terrific Tuesday edition of business pants showing by analysts Hall and spreadsheet Whisperer Matt mascardi. Yeah, when did I become a spreadsheet Whisperer? I just wanted people to know I mean, I it's better than live coders and it I don't like that term Vibe was never that on today's Disney blockbuster called Nomination committee versus The Avengers opening in all theaters. Today May 6th 2025 the dripping with sarcasm good game. I don't even know what that means. What game is that? What is that? Well, now, I don't know if the audience is ironically cheering. Well, I think what this is meant just so the audience knows, but I think they're ahead of the curve. They know us. They know our show is that, this is a game where essentially it's kind of headlines that trigger us. Is that what it is? We call it the trigger headline game. Yeah, stupidity, we're pretending the things are good and then, Matt is, ironically giving the sarcastic score. I don't know what's going on. But can we be honest about what? I actually very generous this game. So you you're gonna score some today? I finally, but seven the the honest answer is we were too lazy to come up with jokes not lazy too depressed, it's way. Cold is depressing. Our show today is being sponsored. What's something that's not depressing. Our show today is being sponsored by free float, analytics.com. Oh yeah, I love them. The only platform measuring board power connections before performance for free. And you know what, I'm gonna get right to the, I want to reorder the game a little bit. I'm gonna get right to the first headline, which is a man who would absolutely love free flow, analytics.com? Okay, I'm gonna get right to that. Oh okay, I like this. We're ready. Can we go right into the game? Yeah, I like I'm stopping you. Unfortunately, no one's really reporting on this. I don't really know why other than the fact that everybody seems to sign you see, ESG and oversight and any kind of like, Regulation to kind of ability it all that just doesn't seem cool anymore, but here's the headline. Bob monks, Fierce champion of shareholders against what he saw as boardroom failing, though, I don't really understand why that's the headline, it doesn't really. Say what happened. But he, but the sad news is the Bob, monks has died over the weekend. I believe he was 91 an American Pioneer of investor activism and better corporate governance Matt for. First of all, I got to read this line. I just like the way this line sounds monks emerged, as a Dowdy champion of shareholders against what he saw as increasingly, self-serving and complacent, boardroom Behavior. It's the word I love. There is complacent, that's kind of what we are. We're trying to get people riled up to do what we're trying to educate on. Is that there often is a bunch of complacency in your board or at least maybe just missed a line pieces, and yes, As Bob came up with many decades ago, you can actually have a voice against them. Matt, do you realize he founded ISS in 1985 and 85 that long ago? Yeah. Why, what happened what happened to ISS? Why is it like a sad collection of half-baked? Non opinion. Know, let's be honest, he was. That is he did the ISS thing for, like, 10 years old, founded, the corporate library in GMI, right? Like so, yeah, I don't like how they said here that he helped create GMI ratings, but they forget about his real baby, the corporate library, because that's I'm just saying that self-serving, because that's where I started. Yeah. Because it really didn't nothing existed until you started. So hats off the Bob. I also want to mention this because I honestly, this, I do sometimes I wish that we had started this company at a time, when Bob was much more active, because I know Bob would have loved everything that happens. Here, especially the free flow analytics.com. But here Is an anecdote from this reporting, his most celebrated campaign in 1991. Matt 1991, which is a remarkably. To me, was an attempt to become a director of the underperforming retail company Sears, which you probably don't you remember? But maybe no one else does Sears is gone, right? There is no more serious. They should listen to Bob. Yeah, let it goes Sears. Might have a few stores left. I don't know. Apex is gone. Okay years? I feel like. So, anyway, he started a campaign in 1991, trying to get himself on the board, for which he ran a full page ad in the Wall Street Journal, depicting the existing, Sears board as quote non-performing assets. Yeah, what I love this? I love you. Bob what? A great way to say it. Yes, I'm gonna forming assets. I'm gonna steal that phrase and carry on Bob's Legacy into the future because I, I just think it's a great way of BAS. Be trying to tell investors not only institutional investors but retail investors to the you don't the board doesn't have to be there for life. Like it's they're not anointed into something like you could actually treat them as something that performs right? You can you can celebrate good performance. And you can also vote out bad performance. But anyway, that's the first headline in our sarcastic, good game. So, what are you gonna say about the passing of corporate governance Pioneer, Bob monks? Well, first of all, it's worth saying that that's Sears drive that he did. He did it with, like, 20 shares or something like 100 shares or something like no, it wasn't like he's the OG this dude for yeah. The very first, you know, like engine number one, right? Like yeah basically you guys suck and I should be on the board. I think what you're saying is he's the Kurt Cobain of corporate governance but Matt why? First of all I don't know if you want to like Sidetrack the show completely what the hell. Oh what? Why did it go from that to just like a bunch of like hand ringing and and greenwashing and what? Where did, how did it evolve into a bunch of nothing? That's what I want. No, here's the problem. Yeah, so Bob monks his legacy is like fabulous. Like it's it's he basically laid the groundwork and built the full Foundation of all of modern governance. The problem is. It hasn't changed since Bob mux laid the found work in it in 1991 or whatever? Right. Like there was a there was a small uptick around the financial, you know, crisis of 2008. I suppose, right there were some gains. There were some games. There was some artists games, know, if you look at the average vote for. Okay, that's true. That's true. Since Bob monks started, it was roughly is exactly the same. Well, what? No one does. Anything anyway. I should rephrase what I just said, what happened? Was at the companies themselves? Acquiesced and that said, we will make certain changes knowing that they still would have a firm grip of control, but they made a few, like, little tweaks here and there, right? But you're right, investors themselves are not aligned with the spirit above monks all worth saying Bob monks was a republican, right? Like he was not some raving liberals. Yes a pre George W. Bush Republican. Yeah, right. Like kind of shifted his tone after the George W. Bush tenure but that's because the country moves so far to the right. That he basically stated exactly where he was and he suddenly looked like a liberal, in fact, like he was. He worked in the Reagan Administration. That's right. A republican. Yeah, that they'd be very good, right? Yeah. Well it really took to idiot. See. Lunacy of Georgia you push for this for him to be like, okay, I'm done. Well, here's um, I don't know how to rate this headline. It's yeah, look, I will say this 91 years old, a great life. I mean, a fat. We used to go once a year or one of our favorite treats was, we would go to the Bob monks, compound compound over in lovely Cape Elizabeth, Maine. And we would spend a fun day like on the beach barbecuing. So I'm not. I'm look, it's I'm saying that what I'm trying to say here, is it sad? He passed, yes. But he did it. He did it. Yeah. Okay, the Legacy, he wasn't 24, he wasn't 24. What he rocked it, come on Bob rocked. It is what I'm saying. But I fear if I give this a 10, I'm celebrating that he's dead, right? We can we can we can like Embrace death in a different way, right? We don't have to just go to a funeral and then be sad and that's it. You never talk about it. We can have a little fun with this. I'm actually gonna give it a zero and zero because there's like one story about this anywhere. This is what I'm so glad you picked up on this. There's just not everywhere. Like like why is nobody talking about the guy who founded the modern governance movement. It's not in the news anywhere. I mean like this New York Times didn't have an obituary on it. Like if this dope Warren Buffett who has had a succession plan in place since 1972, we've known about Greg Abel taking over like great, that gets 14,000 different headlines. Like what do do we staying on his chair? Matt. It's not going anywhere yet but you're right Bob monks. So I'm giving it a 0. And the spirit of the backwardness of this game. All right, I'm Gonna Keep playing the game. I know you have a few interrupt me anytime when you want to play some of yours, let's get to the to some of the other crazy corporate governance stuff that I know, you know what? I'm gonna say right now. I'm I don't I'm gonna declare it right now. If anyone wants to call or call on the show and refute it. Go ahead, Bob is officially listening to our show in heaven. That's what Bob's doing right now. I expect listener, in fact, Bob isn't such a rarefied part of Heaven, that he listens to the show even before we put it out. That's how that's how fun heaven is. He's got access to our Cloud. All right, here's the next headline, Kohl's. CEO fired for funneling business to romantic partner. Oh, yeah. I love this. This is Ashley Buchanan. He, I guess he final business to his, to his lady friend Chandra Holt and they actually I think the filing actually called him out on it saying that he entered into a highly unusual business deal involving a woman who has a romantic relationship. Matt, what's going on with retail CEOs, but before you get to that, thank you, Cole's. Because Kroger's still hasn't told us anything. So at least Kohl's is owning up to something I guess. Um, isn't this the guy who was hired in January? Uh, like I thought yet? Yes. Took actually as CEO. Yeah, like three months ago? Yeah. Brand new, isn't he? It to be clear and I'm talking to you coals investors. This is so Michael Bender. He's he was the chair. He's not the interim CEO. He represents the fourth CEO in three years and investors, you're nominating. Committee consists of four people, one of whom has been there. Since 2011 also includes Michael Bender. Oh, what are you waiting for? I get rid of them and start and start with Michael Bender. I mean why you letting the chair who is overseen four CEOs and three year? What do you do? What how are these people I talk about non-performing assets? I mean this is a disaster, it's a disaster Kohl's. Well this is but this is this didn't we out? Do we out at this? Like multiple times in multiple stories about how the CEO just chooses the next CEO like crazy. They keep keeping CEOs on board, to pick their successors, which, yeah, in fact job is to do that. In fact, that's good, foreshadowing to the store. I'll do next about ISS, and Harley-Davidson, if you're look, unless you're CEO is, let's call him. Like, I'll make up a name like someone like, I don't know, I don't know. This name actually Warren Buffett. I'll just call Warren Buffett and that case like, yeah, let it, I would actually like to hear his Insight on who he wants to pick for the next, but, but you're right. Especially if they're failing, or they're doing something unethical, or whatever. Why are they involved like this guy? Harley-Davidson, he's failing. Why is he involved with picking the next CEO? What do we do on here? But anyway, that's bananas to me for so many reasons because the guy just started, it's really hard to have like, an ethical crisis, seven minutes after you started, like how do you even accomplish that, but it's not the First time, which means like this rolling romantic relationship. He had, he had it at Michael's when he was the CEO there. Yes, like Corey to his divorce proceedings. There was already concern with his relationship while CEO of Michael's. Yeah. Where and I think they tried to he tried to hire her Michael's, but Michael's said, no, right? I think that's part of the story. The nominating committee didn't have a phone to call Michael's board. Yeah, Guy right actually check the records. They actually did. They had Verizon that which is a really good service. They get good. That's good. Coverage Verizon's. Pretty good coverage. Matt, I'm gonna be a rule. I mean, I mean, I'm sorry, but we see all these pointless shareholder proposals year after year from from just, whether you're from the woke or the anti-woke, or the pro ESG anti issue. How about how about things that actually matter. Like, if, if you fire your CEO and three months because you're because of your idiotic nomination committee, and you're in your inane, succession planning process, how about at least one director has to go down with him what? Right? Like, What kind of tape is? A tape of the failing CEO and you're both gone. How about here? 10. Because I love it. Um, first of all I love that the CEO. Like three months later is involved in it and an issue and I love you. Yeah. But Investors. This is really, really simple. This is your moment when the nomination committee can't find a CEO fire, the nomination committee. That's their job. They're really when you don't like CEO pay, don't vote. No on pay phone, no, on the people who set the pay because they're going to keep it easy, pay until you tell them know, right? Like there's some really, really dumb basic rules. And somehow we're just terrified to vote, no on a director. Well, this should be a, this should, at least be a clean sweep of the nomination. What do you need them to write? You a letter to beg you to get them off this board, right? Because like I don't understand what you need, like, what indicator you need I'm gonna do. I'm going to do a couple more and then hand it off to you for a few but I wanted to do a couple more that relate to this story. I'll get to Harley necks. But first I want to get this headline in just because I wanted to highlight the how awesome it is that no one in the world. Still understands corporate governance. We know that Jamie dimon does not understand. Corporate governance. But here's the headline and it's referring to the cold story. Even CEOs. Sometimes, get the you're fired treatment. So did you know that that that that you get fire? The CEO? I the board can fire the CEO. What I like that. I love the grammar even CEO. Wow, it's almost if there was a mechanism in place like there was a structure in place to get her to CEOs. I yeah I'm giving that that's a, that's an 11. And let's let's finally covered this. Harley Davidson story that I alluded to I know you're gonna love this one, Matt. This is right up your alley leading in. Why are they leading? I don't even know what that means. Leading. The only they're like yeah only. Yeah speaking of Bob monk. So you're right to point on the Bob sold this ISS long time ago, leading independent proxy advisory for ISS. Recommends. Harley-Davidson shareholders vote for all of Harley-Davidson's highly highly qualified director nominees. That's the headline, but before I headed off to you Matt here a couple things I have to do have to say, first of all we we've been covering the Harley-Davidson story repeatedly over previous shows. If you haven't heard those shows, what's happening in a nutshell is the CEO is stepping down zeit's. What's his first name? It's John Josephson Joe's to stepping down Chen. I don't know how he says, and they're one of the biggest shareholders, eight Partners is once three directors to step down as well. They want zeit get out of there because he's lingering for some reason and they're absolutely right. No matter what you think that is a seems like a no-brainer, right? It, you can't you're not performing well as a CEO you're already retiring. Just get the hell out of there. What do you doing the other two? They want out is a lead directors. Norman Linda Barger who's been there since 2008 is definitely not independent. And Sarah 11's in the longest tenure directors been there since 1996. But here's the part I want to point out beforehand off to you. I SS is saying in this headline that they want you to vote for all of their of Harley Davidsons, highly qualified. Director nominees. But prove it ISS prove something for once. Like, how, how are the qualified I asked? If you thought about too much just like, Guys, get fired. Is he qualified? Think about any sports team you've ever liked one year? Played on when you were a kid like little like, like the Boston Celtics. Yeah, sucked it up. Last night. Like think about any one sports team and think about is there have you ever been on a sports team where you wouldn't get rid of one person? There's not like the one guy who brings a like a box of pizza to the game and eats on the bench and you're like, why is this person on the team? There's not the person who has never played before but is the coach's son who probably shouldn't be there. You can't you can't think of a single team, think it work. Think about your team at work. If you got 20 people on your team, there's not one of them, you think, well, they're probably the weak link on this team. Oh, weakling pass. Yeah, there has to be a right? I mean, but I assess to write vote for all of the directors of a company that is actively being boycott on the left and the right for sure. I write like. Yeah, but also was had about five bad years, right? And it's falling sales, right? Like and and can't figure out how to solve not only the sales problem. But they're also saying that the Arabs, gonna make it much worse and they still don't have a plan for that. So, congratulations, that you haven't thought anything through. They are being targeted by an activist and the only reason why the activists, the activists had a member on the board someone who designed Steward, ability to develop or whatever, Bill, he was on the board and he's reported out in a redacted letter. How dysfunctional the board is? Unfortunately I think the fun parts are you're right. Are actually redacted, which you don't see a lot in SEC filing, what? But can you like? So, I assess you're not. In the boardroom. The guy who was in The Boardroom said, this is a dysfunctional, mess, run by three people who need to be gone 9% of shares. This is not like a small shareholders, this is a big shareholder and here was iss's hard-hitting, analysis here. It appears. That you're by the way, you already. You've already won my heart. It if I love things like I love that it appears that. Maybe so this let's just start off all this with a maybe or probably could be. Oh, they're talking about it appears to see up it appears. That is time in the role has been more positive than negative. It appears. It's been more positive than negative but here's but there's no proof of that. There's no, there's again, like if that's what you think. I says, at least, at least prove that I don't even negative has a measurement connotation, what was the measurement that is positive versus negative? You like, he's say, this is more positive than negative without some list of pros and cons, right? Every all the reporting even, I think Harley itself, even cites himself is just in. Like, he, I mean one of the reasons he is stepping down because the turnaround plan is really just not going. Well like it's not he's not stepping out. I know it's not leaving on a high note so it appear First, it's been more positive and negative which makes it hard to argue that his vote on a successor is worthless. Well, why, why does that make it? I argue that right now, and, and Isis. Why is your job hard for you in the first place? Like, aren't you the leading? Oh, I just think so hard for you, but, but activist investor is making the argument that you think is hard to make. They're making it very easily, and can I just gotta borrow from your sports analogy again, for a second. Imagine you, you're, you're the coach of your favorite team. Has sucked for five years, basically, and everyone's sick of it. The fans are sick of it, the player's are sick of it. What essentially is, what happening at Harley the the boards getting upset and the investors are getting upset. The the customers are getting upset so you fire the coach because that's what you do in sports but he's gonna stay around and he's gonna stay on the bench. He's gonna come to the game. He's gonna, he's gonna have a decision in the next leadership. He's just stay around. I know everyone hates Them, but he's just gonna stay, he's also going to get a salary for that. He's staying that he's gone but he's staying. Um, so I said that alone, like even this no matter what you think about the other two directors that alone makes me think that what happens to ISS is actually has nothing to do with analysis. I think it does have to do with like feelings. Like I I don't really write which is just that, that's true. Just admit that that's true. Explore some more feelings. This is about the targeted directors that the activist wants to vote no on, you know, get off the board. There are compelling reasons to believe believe that as a group it's still have perspective that can be valuable, right? And be what that is. Just gobble to go. What does any of that mean? I don't like, what are first of all, what are what are the reasons? Yeah. What are the compelling, reasons release, your table of Genius that you guys use to like create What makes an effective director over a non-effective director? I'd love to see that but But then also like they you're not even saying they will be valuable, they're saying they can be valuable like it's possible. The longest tenure director. Sarah Levinson is 74 years old 1996 man. That's like the Clinton Administration and and she has a TSR on this board of like a majority of times on this board of 360. So you've gotten worse performance than like an a basic average director from every director on this board, including the longest tenured one, which is your compelling reason that they can choose a successor or they have a perspective that can be valuable. Here's what's crazy. They remember the 90s he was crazy about issues is that essentially these three directors are the same person and you have two from the Georgia Bush Administration, they started. Then you have one from the Clinton Administration, that's what she started, you issue, you could maybe make a compelling argument that will keep One for the for the historical, like for the, you know, for the, the history of this company and all the, you know, all that stuff like, okay, I would, I would possibly accept that map but to keep all three, I don't sense. Yeah, here's the, here's my favorite line. Now, this is incredibly quantifiable, okay? It appears. That the board initiated the CEO search process promptly. It appears it appears. Don't you have? You could ask them, you're talking to them. Is that like saying it seems like it did. Like, can't you ask the smells when like, when did you start your CEO search process? And they're like, sometime, hey, you're like, well, it appears that you did start it promptly. I said, I got this to say to you guys and glass, I'm going to lump you into this. I'm sure you agree, because you guys are all bumbling on opinionated people. Please don't ever open a gluten-free bakery because when I ask you if these muffins are gluten free and you say yeah they smell gluten-free because it's hard to do but they they seem like they leave their gluten-free. It's hard. Maybe I don't think they can be and they appear to be sad. I mean, but like in this is like a home run because if it was not just three long tenure directors, it would be harder for me to be so sure that they're wrong. But this is dumb. I mean not to mention that one of them is the CEO was already filled and has already like he's already quit on the way up here I'm calling and admit you're dumb. What's your score on this one? I have to give this up to 10. I mean this is this is brilliant. Um maybe I should need to make a case for looking at free flow analytics.com, our sponsor and go into their website and it's all freeze. This is like you I'm literally I pulled it up as you were talking. I'm looking at the directors of the company and I'm looking at how bad they perform including like you know that there's only two women they could find for this board entirely once been there since Clinton. Like the there, they don't oversee Clinton Solitaire and where right? Like I could see all the other boards that they're on like maybe Sarah 11 sin is so busy on the Macy's board, you know, really killing it at Macy's. That she is not paying attention here, like I could see this right here. Like so 10 for sure, showing people the way this analytics.com, our sponsor, when you combine this, with the death of Bob monks, and this story about ISS, this is officially the day that if, you know, if you are a part of a company that uses ice Esther glass or, you know, anyone, this is the day you just say, okay, this is dumb, we're done. When the contract is over, Let's talk to the people at free flow analytics. Let's see what they can do. Yeah, this is just dumb, it's just failure. This is what failure looks like. Speaking of I'll do one, right? Go for it. I don't know how you're gonna rate this, but I'm going to give you some guidance, right? This with a plum. Yeah, go, the headline is Berkshire. Hathaway board unanimously appoints. Greg Abel is firms. Next, chief executive? Okay, great great. It'd be great if some of the board members like nah well that's really like rate the goodness. No succession planning process, right? Like this is This is the greatest discussion planning process ever, right? It's been in place since 1920, two of the members of the board are Warren Buffett's children. Yeah, like and he's not leaving the board, he's still gonna be there staying and he's got still got 14% of the shares, and this is the guy, this is the most worship CEO in the history of the planet. Does anybody? Ever is there, any non-unanimous decision made by The Berkshire board? Doesn't warrant just come in and say, Here's what we're gonna do. And they all just say, but this is a guy who's ever been criticized anywhere by anyone. I like, I'm really sad that I wasn't old enough or prominent enough or Savvy enough to ever get on the Berkshire board. Because can you think of a better way to just make money? You just all you got to do is do what Warren says you because the ring million Matt, if the world. So suddenly shifted the population demographic, shifted and there were only 20 people left. 19 were or poverty stricken, no food hungry destitute and the other one was Warren Buffett. The New York Times CNBC whoever they'd still praised, Warren Buffett as a stage old man, right? It's still praise him. I so I just I just think this, I just on the headline alone, board unanimously points, Greg Abel. This is a, this is a 1000 because we like that, we've been hearing. About this succession plan since before. Maybe I even started the corporate library. I mean, this is the best, the best known. I love that there were headlines that said that, that people were shocked when they heard, right? I mean, come on. I mean, he's 145 years old, we've known about Greg ever since I think BC, and I'm sure Greg Abel already basically runs the company. I mean, what I mean, why? Instead of being shocked, just applaud, Warren Buffett and say, thanks and say, oh, I'll see you tomorrow. Could you still the chair? I don't know. I mean yeah, that's that. I wanted you a a shift here? Yeah, I'll give you another one. Go ahead. I'm gonna jump around mine, too. Goldman Sachs. I don't, I don't want to talk about Goldman, go ahead. Here's a here's a headline. DJ diesel DJ diesel, Goldman Sachs, removes mentions of black. Oh no, from Flagship diversity, play seriously. Is that what this is? What we've come to. It was a program called Black in business. Oh, it's one program in the effort and now they're reframing. The blackened business as black as reference to profit. Oh stop race. Oh this is bad. That's bad. That's the sub headline. So rate the goodness of Goldman Sachs finally returning to a focus on profit, not black people. Well I'm gonna be let's be fair when Obama was elected races and died in this country right? So it's over right? Yeah. Actually maybe when maybe when Lincoln freed the slaves, maybe that's when it was over. So before that yeah so I don't know what so I I guess this you know what? I'm gonna go the opposite way. This is the sarcastic good game. I'm gonna give this a 10 for this is probably who they really are at Goldman Sachs they're soulless. They don't care about this type of they don't care about social justice. They don't care about any of this stuff. They probably did Black in business as some kind of greenwashing in the first kind of right. Race washing. I don't know what the term actually. I watching, I want to go backwards. Right? The pun should rate, the pain. The pain is horrible. It's yeah, it's, it's disrespectful. I mean, our country would not be great with without the the the Free Labor that we got from enslaving a group of people. I mean it's the whole thing is is historically pathetic. It's just and of all places. Goldman Sachs should be telling people like Donald Trump to go after himself because America, you know, we're the land of the Statue of Liberty, we shouldn't be putting up with this bullshit. This is ridiculous. I really hope they Rebrand too, in the black in business and now I know I DJ Diesel black and now I know why he only DJs like in the Hamptons because he's not a real DJ too. Clearly. The whole thing is stupid. The whole thing is that Lala the whole thing is horrible. Actually, this is I know I'm like making light of this, but this is sad, honestly, it's sad. Yeah, one election what? You know, it's not like he he got 98% of the vote, right? I just don't know. I, the whole thing is just I just removing the word black and then refilling of the word remove it. We don't remove the word black, you reframed. It to, we mean profit like in the black. It's wonderful. Yeah, you want me to do a few? Yeah, do some more. Oh that one took the life out of me. That's that's that's that's hard. It's like hard to hear that kind of stuff. I know it's just Which one should I do? Jump around so much. Now you can't find it. I know how about this one. I know you want to talk about this one target. Oh let's stick with the Dei failure Target. CEOs, Pace slashed. By a whopping 45%, after his disastrous mishandling of Dei? Well, I, I think we might Have talked about this story in the past but this is a remarkable for a lot of reasons. First of all, it's interesting that they're picking up on the story from this perspective, right? This is kind of like the anti Bud Light version of this of the story, right? Remember a Bud Light if you go woke it, ruins your company but this is the opposite. If you go anti-walk, you ruin your company. But this is from a reporter, Patrick Kennedy at the Minnesota, Star Tribune, who actually uses something. Speaking of Bob monks, this is a, they actually use a pay figure called total realized pay, which I believe was created a GMI ratings, which is not the same as the total summary compensation that you typically see in a proxy file filing. That's the that's kind of the takeaway number. The that journalists usually lists. So for for Target Brian, Cornell would have been 20.4 Million last year, but instead it's this total realized pay is this is the sum of I believe like salary. Here, cash bonus and your vested stock, right? The stock to actually best right where you actually pocket that year. And that number is only what was it was like nine million. So I applaud Patrick, For for trying, right? I mean it's kind of cool, right? I mean but Yeah, go ahead. I didn't see the same information that Patrick saw. Yeah. You, what did you see? So, I looked in that actual proxy and there's a table called pay versus performance table, and it has a column called compensation actually paid to CEO that reprises the vest that the options that would invested at the vest. Okay. At the, what is that? I tell you? So, it's effectively a version of realized pay, but you don't know if they cashed out or how much they cashed out for when they cashed out. It doesn't track that. So it's not as good as gmi's for version msci. Still Still does this. Yeah. So it looked like the the total summary compensation. In 2023 was 19 million, the total summary compensation 2024 was 2020 million so look like a 1 million dollar. Raise sure, you know, it was basically not very much considering but the competition really I would take I'd be happy with just that raise part of that part of that went from 10.7 million to 18.6 million. It looks like he got almost double. Yeah looks like he got a 45% that's the company reporting. That's the company's reporting decreased. Yeah, that's the company reporting. It is interesting this figure because yeah because in 2022 is suggests that he lost 10 million and then in 2021 it suggests he got 60 million basically and then and then 80 million year before that. According to the company, this is the part that's like the fact that I can go in the filing and find a totally different set of numbers that contradicts with the Minnesota Star. Tribune reported, I don't want to crap on Old Patrick. Yeah, no, that's the problem with the way we do is the property station like we have no idea how much these guys get all. So like, let's be clear and I think this is a problem with the way this is talked about in general this is what something we're trying to fix for a free flow analytics but is that to focus on one year anyway of these pay is crazy considering targets themselves saying that he made a basically 140 million dollars a few years ago like right. Like so even if his pay went down Cares. I mean it I the bigger takeaway that I think he's he's losing the story. Here is that it is interesting that that foot traffic to Target has gone down since they've backtracked on that kind of stuff is interesting to me. I think that this the share price is also gone down. I mean that does seem like there is a kind of a minor customer revolt against this stuff and plenty of reporting about how Costco has benefited from all of it. They embrace the eei, that's the stuff. I'm a little bit more interested in, but I appreciate your point. Matt. There is just despite Patrick Kennedy is his Noble attempt. It's really difficult. It shouldn't be. But it's really difficult to talk about how much she's guys, even get paid in the first place. Like the fact that somewhere, the the competition, the compensation committee and Brian Cornell are sort of Casually indifferent to these reports. Yeah, would make me much more upset because like they know we got it wrong, right? Like they know the numbers that were seeing don't add up that's just what they're have to report. And really he probably made in fact, we know all so that this year he got a bigger stock piece of action, right? While the shares are a five-year low, right? Which means he's getting stock at a lower vesting price and He's likely to see that the price go up, right? And true, that that's one value shares of this year to year, pay? Yeah. So it's like the joke's on us two years from now when we're not looking, right? This one was really weird to me. I'm giving it a five because I don't know what to make of it. It's okay. Yeah. How about this one? I love that score because I don't know what anything means. I, let's just I, I don't want to do this one, but I'm just gonna do it for kicks. We can just one quickly Euro. Next rebrands ESG and drive to help European Defence firms of all things. So we've been talking about, we kind of started this company. You kind of used to go to conferences saying things like kill the acronym. Right? You hated the ACT. Yeah, just so they want to call her. They don't want to refer to it as environmental social and governance. They want to call our energy security and Geo strategy with an emphasis on supporting Aerospace and defense company. Guess what? Energy security and Geo strategy are like thematic, investing ideas e&s and G are data sets. It's a bunch of data. It's not a theme. It's in fact, the concept that you have the problem with is you think that ESG means don't invest in Defence companies. Yes, Jimmy means use a bunch of data that you didn't use before to decide. Whether or not you want to invest in Defence companies, it doesn't specifically ESG doesn't preclude, you investing in anything, it is a data set to make an informed decision, you're our next. If you want to throw, you want your entire index to be. Defense companies and you want to use ESG data and then ignore bits of it that you don't care about be my guest. So renaming the acronym is actually the stupidest way to do this because you renamed it from something that was dumb to begin with to Dumber. So I'm giving this a sarcastic temp, the real headline here should be something more into, oh crap. 2025 sucks, like Europe, has to is now worried about building up its like War companies. Like it's like, what is happening in the world? Why is this okay? That's that should be the headline. Wasn't that? Well worded what I just said that was never very, it was sight. It was, how about this weird one? I just wanted to point out this one. Here's the headline, this low profile CEO is the highest paid in America with 101 million dollar paycheck that beat out Star Bucks, Microsoft, and Apple Chiefs Um, I again I picked this one along the lines of that Target story is just that nobody has any understanding of anything. Like this is the world that we live in, right also, summary compensation realized compensation. Let me let me walk you through this a little bit. First of all, he's gonna stay low profile. Yeah, who financed. If you don't even name them in the headline, he's Jim Anderson. He's a CEO of coherent, which I've never heard of it. Makes they make equipment for networks and lasers. Here's the dopeness of all this and here's what the article completely missed. So I so if you're reading this like congratulations, you get, you getting no actual information. First of all, when they originally, this is all basically a golden. Hello Equity award. This is all like you're working for us now. We just got hired in August. Thank you. Here's a bunch of equity. But but here's some of the things that they didn't tell you is that first of all, when they announced his hire, his golden. Hello Equity award was 48 million dollars, 48 million dollars and then with the proxy came out. It magically morphed into 91 million dollars. Oh no reporting on that. Second of all, their paid committee's way too large, it's six members. And even the chair wasn't even up for election last year because there's a stupid classified board. In fact, Matt their compensation committee includes such incredible Geniuses like the former CEO of Silicon Valley Bank so that's how. But here's the other thing, the story missed is that 48% of shareholders also agree that this is terrible pay and said no one say on pay which should which should mean the company scraps? I know it's not quite a majority but we've established here many times over the if you get to at least 30% that's that's the will of lower ten. I think we should 10 is fine with me whatever. So I don't know how the story missed all of that it completely because so to be clear he's not going to make 101 million dollars every year. It's not really his paycheck. It's the whole thing is just misleading in so many different ways and all investors hate it. They're angry at it, so yeah. I'm giving resistant for confusing nature. Yeah. I don't know how these scores. Are you see, our struggle with this company. It's like, even the people who report to know about this stuff, don't understand it. All right, I'm gonna give you a couple more here, you ready? Yeah, you can take us out of here. Why don't you know, why don't you wrap us up? All right, I'll wrap this up because my other ones are things. That I know you're gonna hate. I'm not gonna ask you to weigh in on them. Like like this Zuckerberg says, in response to loneliness epidemic, he will create most of your friends using artificial. Oh my God! That's the worst thing I've ever heard in my life, the AI industry has a huge problem. The smarter, it's AI gets the more, its hallucinating, and all. So this one Tesla is extremely upset about reporting that its board has been looking into replacing Elon Musk. I'm gonna spare you all that bullshit. The Zuckerberg one might be the truest thing he's ever said because that's the way he views Humanity, right? Like I'll just make up some friends. Yeah. What makes me and one of his quotes at the average American has fewer than three friends and and the healthy amount is he says 15. So he's gonna make up the Gap with 12. No, it's fabulous about that. Yeah, his company. The whole point of it was supposed to be to have more friends to Social and with with women at Harvard Yeah. All right. Here are my three. Um, I just like this one. This headline because because of the extreme irony of it, this week Trump announced Alcatraz reopening, just hours after Escape from Alcatraz, aired on a South Florida. PBS station really? I didn't like showed movies like that, okay? So just in case you're not listening in the United States, South Florida is where Trump basically spends all of his time golfing. He's buddies, rarely in DC PBS is the public broadcasting system. They they just got defunded by Trump along with NPR. Yeah. Escape from Alcatraz is a Clint Eastwood. I think it's Clint Eastwood right? Famously, yelled at empty chair to show his disdain for Obama back in a republican championships. These are 70s movie about Alcatraz. So basically it's like daytime programming that a old man probably saw and was like, good idea. Let's open Alcatraz, that's how policy gets created here. How am I reading this one? What do you want me to do? Oh, well, just rate the goodness of funding PBS, which gave them the idea. Isn't it like good to fund PBS, gives you those ideas. It's beautiful to fun PBS. That's a 15. Yeah. Yeah. You go see two that and I think you might be covering this soon, but there was also a story where, where someone from meta apologized to the Dopey Robbie Starbucks and they didn't, they apologize on X of all places. Not even on, not even on a meta product. Well, he kind of like stupidity going. Here's that's your next headline, okay? That apologizes to conservative activist Robbie Starbucks. Here's here's the actual apology, quote Robby. I've watched your video first name basis that this is from. So, this is the chief Global Affairs, officer Joel Kaplan. He's on the first name basis with this asshole. Is that really? This is our world. Yeah, Robbie Robbie. I watched your video. The Robbie Starbucks. Did a long video about how he was. I'm sure I met him. But what do you mean wrong? I thought they were patriots. The, the being well, they've all been pardoned, his page. Yeah, I watched your video. This is unacceptable. This is clearly not how our AI should operate, but what, wait, a minute, I thought that their Engineers are looking at it and they're, they clearly have to address this problem and whatever. But I thought there was no reality of fact or not factor or information or misinformation that I thought it would just up to the community to make a decision. So why would he, why does he have to change anything? Well, because Robbie Starbucks sued Meadow, maybe he was defamation prove, he wasn't there. Well, let the community know, Matt, let the community know solve this. Why should men have solve this? Why are you not fighting back against? Robbie Starbucks saying meta didn't decide this the AI did, right? Like, you have to sue the and the AI to form. You can't sue the platform for the costume. Yeah, yeah. So the chat maybe they can have a trial within the within the chat within the chatbot. Yeah. Um, so how would you rate apologizing at all to this is journalist, Robbie Starbucks for calling him, what? Conservatives, think of as a hero because he sued them for defamation. Well, this and yeah. What? If he defame me, what if I said to the chatbot? Like what do you think of like me? And it said, Matt, Scotty belongs in jail. Can I sue? Metta know they will will Joe Kaplan. Write on like Matt Matty. You know, really like, watch your video really disappointed in our AI, we will fix this immediately. I'm sorry, but I don't, I can't get over the fact that meta doesn't pedal in in facts versus non facts, right? I thought they were out on that. Yeah, we're out but Amendment baby but to have a someone at that level apologize to a racist. Troll is is disheartening but look congratulations meta for for representing who you really are. This is who you are now. You are despicable boy trolls, who hate women and people of color like this is your brand now and you don't like that because just like ISS, my purport facts are confusing and we don't we don't want to get it. It's hard to figure out what's real and not real. So we don't try anymore. It appears he wasn't there, maybe he was there. I don't know. I'm gonna give us a negative 4 million. That's all four million. Wow, I just think that that word we are now like we're dressing. Uh, this, this is what we're all the other stuff that all the other reports on what on What meta has harmed and who they have harmed, all the constituents and users that they've harmed but we are we are directly reaching out to this guy like 20 minutes after she posted video 20 minutes after basically saying is we can lie and spread of information about anybody. As long as it's not a conservative activist with more than like like 10 followers, right? Like effectively what we're saying is we will Reapply fact-checking to anything that hurts the conservatives well but not anything that checked what they say. This headline we're not this headline is perfectly emblematic of our times because it's loaded with gaslighting, it's it's loaded with capitulation to the right. It's, it's all it's nonsense. It's like, it's it's going against company policy. It's, it's, it's in this sphere where, where I thought January 6th was supposed to be good. I think the whole thing is just like this mind boggling theater of the of the insane of the Absurd. Like I, well, let's I was only show if only investors had any access to met a platforms and can vote out everybody, because they all deserve to get voted out. Unfortunately, there's no mechanism in place where investors have any say, and what happens at meta platform and listening exchange is just get rid of it. Just kick it off. Just Lets end the show what doves telling into this headline that will maybe partially explain what happened to Robbie Starbucks. Anthropics, CEO. Yeah. It's we have no idea. How AI works. Is that right? That was the headline that is, is that Dario? Oh, maybe is that his name? He's one of the founders. Obviously don't say the CEO's name. And yeah, who is the I know I was, it's funny, you mentioned anthropic because I was talking to my daughter, and we were talking about Ai. And I said, well, you know, there are other There are other companies you can you don't have to use a openai. Like for instance, there's anthropic but I just I realized in looking at anthropic that it's just created by former employees of openai. So I don't you know, it's not well, you're exactly different. Yeah, go ahead. There's two things that are happening here. Tell. Quote, from the story, when a generative AI system does something like summarize a financial document. We have no idea at a specific or precise level why it makes the choice is it does why it chooses like this company others or why it occasionally makes a mistake despite usually being accurate? It's like a bit. This is like the business plan on our company. Like we have a great, we have one of the best products going and ESG in corporate governance but the business plan, no one understands. It's a bunch of hallucinations. Why do we do what we do? What do we do. But but I will say anthropic is, I don't know the structure of anthropic but it's it's private. We don't talk about it because they don't have a structure, we have access to, right? Well, I will say this, he goes on to say like because of this, they actually started they programmed and they've been testing like a tool that will tell it precisely more precisely where something came from because they don't have a good way to do this and they're just killing, only get rid of it, AI company that's doing something like that. Well, that's all right. Companies just are happy with not knowing they just like whatever. Yeah, and of course the scary part of opening aisle though. We didn't cover open. I will get that later in the week because I had a story about how opening AI is actually announcing that its non-profit, will stay in control after all. Sure, they're becoming, they want to become a public benefit Corporation, but there are public benefit Corporation. What public benefit Corporation is for profit and one of the reasons why they're doing, this is the song A stipulation from SoftBank to give them scads of money was that they have to become for profit by Within 12 months. So I think this is their version of keeping that that Money. But what are we even talking about anymore? I would just say this just what would you get rid of it? All Eric Schmidt. Eric Schmidt said, we're going to need 99% of the world's electricity anyway to run all this crap. So maybe now is the time to pull the plug. I think that's by a little moment. Listen, if you listen to the show right now, unplug your computer and just throw it. Well dumpster, you can use the computer I suppose but now I just get rid of the whole thing. What do you needed for? Isn't there? Isn't there enough, like early evidence that this this AI movement could be a big oopsies? A big, like, we don't even know it's hallucinating. We don't know how it works. It's all run by by boys who drop out of college. Like, I'm, it's a little bit of all right. For God, conclusion, that the good women on the board of open. I try to fire the CEO for being a liar and not in doing what's opposite of the companies intention. And then they, they get, they get fired. Like there's a lot of oopsies happening. This is all good, foreshadowing for all you English Majors this, you should be paying attention. All, it's all very important. All very important. All right so I have your score as a average as a negative. 3 point nine million. Yeah. And I believe my score average was a four. I know, I might like this game the most because it's completely free range. It's libertarian almost libertarian game. That's all we got. I don't even know what that is. I don't know what it is but it was what you learned. A lot of it. I bet you learned a lot though. Sure, that's hazelnuts. I'm your own soulmate. We are free. Floats, come back on Friday. We've got a show coming up and Thursday. We're gonna do its proxy Countdown. The foxy Seasons like well underway. Yeah. And we've got to do, you're actually gonna be on the responsible investor podcast. That's true. Thanks. I gotta prepare for that. Yeah, you talked about like, what's happening in proxy season, so far, so come back for all of that and go to free flow, analytics.com, that there are sponsor. Check it out. If you have questions about it, let us know until then good. Bye.