Investors urge vote against 2 Meta directors over CEO ties
This article was first published on Insightia’s Voting module on April 20, 2022. For more information about the product, click here.
A group of 15 shareholders in Facebook owner Meta Platforms is pushing for the removal of two prominent board members, citing their ties to the company’s CEO and Chairman Mark Zuckerberg.
“We believe the lack of independence of board members Peggy Alford and Marc Andreessen is undermining the board’s ability to adequately oversee the management team and represent shareholders’ best interests,” said Shareholder Association for Research and Education (SHARE) in a filing earlier this week.
Alford, an executive at PayPal, joined Meta’s board in 2019 after she was previously hired as the finance chief and head of operations for Zuckerberg’s charity, the Chan Zuckerberg Initiative, the filing reads. Andreessen is a venture capitalist serving on the company’s board since 2008. In a 2016 lawsuit, shareholders alleged that Andreessen coached Zuckerberg to help him get the board to approve a new stock structure giving the CEO more control over the company, the filing adds.
The dissident group, which also includes the Illinois state treasurer, Arjuna Capital, and Storebrand Asset Management, said new directors should replace the two and called for governance reforms at Meta including the elimination of the dual-share structure and the separation of its top two roles.
The investors are worried Zuckerberg is enjoying too much power. The current structure allows Zuckerberg to control nearly 58% of Facebook’s voting rights with just 14% of the shares.
The alliance, which represents 2.7 trillion in assets under management, said it had taken these suggestions to Meta’s board but was “ignored.” The company’s annual meeting is scheduled for May 25.
Zuckerberg survived an attack in 2019 when several investors including NorthStar Asset Management and Trillium Asset Management sought to remove him from the chairman position. The group failed due to Zuckerberg’s super-voting shares. A proposal to replace the dual-class share structure with a “one share, one vote” system was also rejected, despite being backed by 83% of outside investors.
Shares in Meta gained 3% Tuesday to close at $217.31 each, which is 28% below their level a year ago.