Not independent
Tenure on this board
12.3 yrs
Also a director at
Ares Capital Corp (ARCC)
11 nominees · 2 ballot items.
Election of 11 directors for one-year terms (Proposal 1); Ratification of Ernst & Young LLP as independent registered public accounting firm for 2026 (Proposal 2).
Elect 11 director nominees to the Board for one-year terms expiring at the 2027 Annual Meeting.
Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2026.
The audit committee, composed of a majority independent directors, recommends ratifying Ernst & Young as the Company’s independent registered public accounting firm for fiscal year 2026. The proposal asks shareholders to approve the audit committee’s selection; ratification is a routine, advisory vote typically required by corporate practice and NYSE rules. Management emphasizes EY’s qualifications, independence, audit quality and technical capabilities, referencing the audit committee’s review of performance, PCAOB reports and fees. The filing notes that ratification is not binding—the audit committee can change auditors even if ratified, and if not ratified it will reconsider the appointment. Fees paid to EY for audit and non-audit services in 2025 and 2024 are disclosed separately. The Board recommends a FOR vote, stating the selection is in the best interests of the Company and shareholders based on EY’s performance and independence.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 6.08% | 13,489,463 | $1.5B |
| 2 | SUMITOMO MITSUI FINANCIAL GROUP, INC. | 6.02% | 13,364,740 | $1.5B |
| 3 | Capital World Investors | 5.31% | 11,784,120 | $1.3B |
| 4 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.86% | 10,797,022 | $1.2B |
| 5 | WELLINGTON MANAGEMENT GROUP LLP | 4.72% | 10,477,814 | $1.1B |
| 6 | STATE STREET CORP | 3.88% | 8,604,601 | $939M |
| 7 | BlackRock, Inc. | 3.58% | 7,949,407 | $867M |
| 8 | CANADA PENSION PLAN INVESTMENT BOARD | 3.43% | 7,614,645 | $831M |
| 9 | CHARLES SCHWAB INVESTMENT MANAGEMENT INC | 2.69% | 5,963,306 | $651M |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 2.25% | 4,987,580 | $542M |
The opinions and information contained herein have been obtained or derived from sources believed to be reliable, but Boardroom Alpha cannot guarantee its accuracy and completeness, and that of the opinions based thereon.
This report contains opinions and is provided for informational purposes only – it does not constitute investment, legal or tax advice. You should not rely solely upon the research herein for purposes of transacting securities or other investments, and you are encouraged to conduct your own research and due diligence, and to seek the advice of a qualified securities professional before you make any investment.
None of the information contained in this report constitutes, or is intended to constitute a recommendation by Boardroom Alpha of any particular security or trading strategy or a determination by Boardroom Alpha that any security or trading strategy is suitable for any specific person. To the extent any of the information contained herein may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.
No representation or warranty, expressed or implied, is made on behalf of Boardroom Alpha as to the accuracy or completeness of the information contained herein. Boardroom Alpha does not accept any liability for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on all or any part of this research and any liability is expressly disclaimed.