Clorox Co
10 nominees · 3 ballot items.
Shareholders will vote on the election of 10 director nominees, an advisory approval of named executive officer compensation, and ratification of Ernst & Young LLP as the independent registered public accounting firm.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect the 10 director nominees named in the proxy statement to serve until the 2027 Annual Meeting of Shareholders and until their successors are elected and qualified.
- 2
Advisory Vote to Approve Executive Compensation
ManagementBoard: FORApprove, on a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement, including the Compensation Discussion and Analysis and related compensation tables.
More detail
Proposal 2 asks shareholders to approve, on a non-binding advisory basis, the compensation paid to Clorox’s named executive officers for fiscal year 2026 and the compensation philosophy and practices described in the proxy statement. The resolution covers the overall NEO compensation program rather than any individual pay element. Clorox emphasizes that most executive compensation is at risk and tied to operational and long-term performance measures. The annual incentive plan uses net customer sales, net earnings attributable to Clorox, and gross margin, while long-term incentives rely substantially on economic profit performance share units and stock-price exposure. Fiscal 2026 incentive outcomes were below target, including a 54% annual incentive company multiplier and a 69% payout for the completed three-year PSU cycle. The company also disclosed one-time retention RSU awards to four executives in connection with the anticipated CEO transition and streamlined operating model, intended to preserve leadership continuity. Management notes that shareholders approved approximately 91% of the prior year’s say-on-pay proposal and says it continued its general compensation approach in fiscal 2026. The Board recommends a FOR vote because it believes the program effectively implements its pay-for-performance philosophy and aligns executive interests with sustainable shareholder value creation. Although advisory and non-binding, the vote provides the MDCC and Board with shareholder feedback, particularly if there is significant opposition.
- 3
Ratification of the Selection of Ernst & Young LLP as Independent Registered Public Accounting Firm
ManagementBoard: FORRatify the Audit Committee's selection of Ernst & Young LLP as Clorox's independent registered public accounting firm for the fiscal year ending June 30, 2027.
Nominees on the ballot10
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | STATE STREET CORP | 7.0% | 8,432,523 | $805M |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 6.5% | 7,896,390 | $754M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.8% | 5,799,952 | $554M |
| 4 | BlackRock, Inc. | 3.4% | 4,151,812 | $396M |
| 5 | Invesco Ltd. | 2.6% | 3,184,944 | $304M |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 2.4% | 2,863,136 | $272M |
| 7 | BlackRock, Inc. | 2.3% | 2,751,069 | $263M |
| 8 | VAN ECK ASSOCIATES CORP | 2.2% | 2,719,127 | $260M |
| 9 | Invesco Ltd. | 2.1% | 2,486,389 | $237M |
| 10 | MILLENNIUM MANAGEMENT LLC | 1.7% | 2,073,010 | $198M |
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Frequently asked questions
- When is the Clorox Co 2026 annual meeting?
- Clorox Co (CLX) holds its 2026 annual shareholder meeting on Wednesday, November 18, 2026.
- What is the record date for the Clorox Co 2026 meeting?
- The record date for the Clorox Co 2026 meeting is Monday, September 21, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Clorox Co's 2026 meeting?
- The board is presenting 10 director nominees at the Clorox Co 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Clorox Co 2026 meeting?
- Shareholders will vote on 3 proposals at the Clorox Co 2026 meeting, each tagged with who proposed it and the board's recommendation.
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