ADOBE SYSTEMS INCORPORATED | Mandatory director resignation policy at ADOBE SYSTEMS INCORPORATED

Status
20.43% votes in favour
AGM date
Previous AGM date
Proposal number
5
Resolution details
Company ticker
ADBE
Lead filer
Individual
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Technology
Company HQ country
United States
Resolved clause
RESOLVED: Change the Adobe Corporate Governance Guidelines to state that the Board of Directors must accept the resignation of a director who fails to obtain a majority vote in an uncontested election. Currently the Adobe Board can reject the resignation of a director who fails to get a majority vote in an uncontested election.
Supporting statement
SUPPORTING STATEMENT: The Adobe Corporate Governance Guidelines already provide the Board with adequate time to find a replacement director in case of a failed election and the Corporate Governance Guidelines also allow the Board to reduce its size.
When shareholders give a director a no confidence vote it is important that the Board respect the vote of the shareholders. Currently a director who fails to obtain a majority vote could be the Adobe Lead Director or could chair a key Adobe Board Committee. It would be a greater disrespect to shareholders if the Board allowed such a director to linger on the board after a failed election

Filed by John Chevedden.

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