Walmart, Inc | Worker Pay in Executive Compensation at Walmart, Inc

4.32% votes in favour
AGM date
Previous AGM date
Proposal number
Resolution details
Company ticker
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Remuneration or pay
Type of vote
Shareholder proposal
Filer type
Company sector
Consumer Discretionary
Company HQ country
United States
Resolved clause
RESOLVED: Shareholders of Walmart Stores, Inc. (“Walmart”) request the adoption of a policy that recommends the Compensation and Management Development Committee (“Committee”) of the Board of Directors to take into consideration the pay grades and/or salary ranges of all classifications of Walmart employees when setting target amounts for chief executive officer (“CEO”) compensation. Compliance with this policy is excused if it violates any existing contractual obligation or the terms of any existing compensation plan.
Supporting statement
Supporting Statement: This proposal encourages the Committee to consider whether the CEO’s compensation is internally aligned with Walmart’s pay practices for its other employees. This proposal is not a request for new disclosures. Rather, it is a suggested improvement and enhancement to the Committee’s process for setting target amounts for the CEO’s compensation.
Under this proposal, the Committee will have discretion to determine how other employees’ pay should influence CEO compensation. This proposal does not require the Committee to use employee pay data in a specific way to set CEO compensation and the Committee retains authority to use peer group data or other relevant information when setting CEO pay targets.
There are potential risks to employee morale and company reputation from excessive CEO pay.1 The 2021 proxy season showed substantial increases in shareholder opposition to CEO pay packages, with a record 16 pay packages rejected. Additionally, As You Sow’s annual “The Most Overpaid CEOs report” notes that since its inaugural report in 2015, companies with the most overpaid CEOs have provided lower returns for shareholders than the average S&P 500 company.2 Walmart has been listed in As You Sow’s annual top 100 most overpaid CEOs since 2017.
A 2022 survey of Americans found that 87% agree the growing CEO to worker pay gap is a problem and 73% feel that most CEOs of America’s largest companies are compensated too much.3 Additionally, of those surveyed, 85% agree that companies can make meaningful impact to reduce income inequality by raising their minimum wage to a living wage.
The United States is currently experiencing the highest inflation in 40 years, which is having devastating impacts on low-wage workers.4 Although Walmart has gradually raised wages for its hourly associates, these gains have been outpaced by rising inflation. In a recent paper, economists found that households earning less than $30,000 a year consistently experienced higher realized inflation than those earning more than $100,000 a year and are more negatively impacted by faster price growth of essential products and services.5 The fiscal 2022 annual total compensation of Walmart’s median associate was $25,335, compared to $25,670,673 for the CEO exceeding 1000 to 1 ratio.6
Given Walmart’s acknowledgement that “investing in frontline retail workers also creates value beyond Walmart,”7 we believe that evaluating the pay grades for all employees when determining CEO compensation would help demonstrate Walmart’s commitment to supporting its associates and help mitigate risks associated with growing CEO-worker pay gaps.
3 Analysis_May-2022-min.pdf

How other organisations have declared their voting intentions

Organisation name Declared voting intentions Rationale
Rothschild & co Asset Management For
Anima Sgr Against As while many sources have indicated rising disparity between the pay levels of executives and other employees, it is unclear how the proponents' request would provide meaningful information about the company's top executive compensation policies and practices beyond what the company already discloses in its proxy. The company's current level of disclosure regarding executive compensation target-setting adheres to industry standards and provides sufficient information to assess the company's process for determining CEO pay levels. Further, the company maintains annual advisory say-on-pay proposals. Lastly, while the proponents are not requesting a calculation using executive and employee pay levels, the mandated disclosure of pay ratio does provide more information on the median employee than previously disclosed, which increases transparency for shareholders concerned about wage inequality in general.
EFG Asset Management Against

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