OGE ENERGY CORP. | Director elections at OGE ENERGY CORP.

Status
Voted
AGM date
Previous AGM date
Proposal number
1
Resolution details
Company ticker
OGE
Submitted by
Resolution ask
Strengthen board oversight of issue
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Type of vote
Director vote
Filer type
Management
Company sector
Utilities
Company HQ country
United States
Whereas clause
The following directors have been nominated for election at the 2023 Annual meeting:

1) Peter D. Clarke
(i) Chair of Board of Directors
(ii) Member of Audit Committee
(iii) Member of Nominating, Corporate Governance and Stewardship

2) Frank A. Bozisch
(i) Member of Compensation Committee
(ii) Member of Nominating, Corporate Goverance and Stewardship

3) Cathy R.Gates
(i) Member of Compensation Committee
(ii) Member of Nominating, Corporate Governance and Stewardship

4) David L. Hauser
(i) Chair of Compensation Committee
(ii) Member of Audit Committee
(iii) Member of Executive Committee

5) Luther C.Kissam, IV
(i) Member of Compensation Committee
(ii) Member of Nominating, Corporate Governance and Stewardship

6) Judy R. McReynolds
(i) Member of Compensation Committee
(ii) Member of Executive Committee

7) David E. Rainbolt
(i) Member of Audit Committee
(ii) Member of Nominating, Corporate Governance and Stewardship

8) J. Michael Sanner
(i) Chair of Audit Committee
(ii) Member of Nominating, Corporate Governance and Stewardship Committee
(iii) Member of Executive Committee

9) Sheila G.Talton
(i) Member of Compensation Committee
(ii) Member of Nominating, Corporate Goverance and Stewardship Committee

10) Sean Trauschke

Supporting statement
This company was profiled in recent PRI research on board responsiveness to successful shareholder ESG proposals from the 2022 proxy season.

Last year, shareholders voted 59.3% in favour of a proposal titled [Simple Majority Vote].
PRI research finds that as of 01 March 2023 there is no evidence that the company has been responsive to shareholder views on this matter. This proxy season, signatories are encouraged to decide on how they will hold the board accountable for failing to implement shareholder views. Shareholders are encouraged to explore whether any response or action has been taken by the company since our research was published.

If an investor determines that the company’s actions are inadequate, or that it hasn’t demonstrated any action or commitment, efforts to hold the board accountable can be a powerful escalation strategy. Investors can do so by voting against all directors, or take a more targeted approach, such as withholding support for:
- The board chair or lead independent director
- The chair or members of the governance committee
- The chair or members of the committee with the closest oversight responsibilities to the proposal’s request

Signatories can pre-declare their voting intention using the PRI Resolution Database.

------------------------------------------------------------------------------------------

Background:

The 2022 proxy season had one of the highest records for majority-supported environmental, social, and governance (ESG) shareholder proposals in recent years, according to PWC. But as the 2023 proxy season commences, companies are acting on – and implementing – less than two out of every five of those shareholder proposals, according to their proponents. In approximately a quarter of cases, the investor proponent believes the proposal will not be addressed at all.

Access the research and full recommendations here: www.unpri.org/active-ownership-20/are-corporate-boards-responding-to-successful-shareholder-esg-proposals/11160.article

DISCLAIMER: By including a shareholder resolution or management proposal in this database, neither the PRI nor the sponsor of the resolution or proposal is seeking authority to act as proxy for any shareholder; shareholders should vote their proxies in accordance with their own policies and requirements.

Any voting recommendations set forth in the descriptions of the resolutions and management proposals included in this database are made by the sponsors of those resolutions and proposals, and do not represent the views of the PRI.

Information on the shareholder resolutions, management proposals and votes in this database have been obtained from sources that are believed to be reliable, but the PRI does not represent that it is accurate, complete, or up-to-date, including information relating to resolutions and management proposals, other signatories’ vote pre-declarations (including voting rationales), or the current status of a resolution or proposal. You should consult companies’ proxy statements for complete information on all matters to be voted on at a meeting.