Walgreens Boots Alliance | Separate Chair & CEO at Walgreens Boots Alliance

Status
Filed
Previous AGM date
Resolution details
Company ticker
WBA
Lead filer
John Chevedden
Resolution ask
Adopt or amend a policy
ESG theme
  • Social
ESG sub-theme
  • Decent work
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Consumer Staples
Company HQ country
United States
Resolved clause
RESOLVED : Shareholders request that the Board of Directors adopt an enduring policy, and amend the governing documents as necessary in order that 2 separate people hold the office of the Chairman and the office of the CEO as follows: Whenever possible, the Chairman of the Board shall be an Independent Director. The Board has the discretion to select a Temporary Chairman of the Board who is not an Independent Director to serve while the Board is seeking an Independent Chairman of the Board on an accelerated basis. The Chairman shall not be a former employee of the company.
Supporting statement
The roles of Chairman and CEO are fundamentally different and should be held by 2 directors, a CEO and a Chairman who is completely independent of the CEO and our company. The job of the CEO is to manage the company. The job of the Chairman is to oversee the CEO and management. Management said that the Board?s current leadership structure provides effective oversight. The objective of this proposal is to improve the effectiveness of Board oversight. Better is not the enemy of good. There are too many challenges in today?s business environment to not have an independent board chairman at a company with 312,000 employees. Walgreens stock was at $102 in 2016 and dropped below $10 in 2025. My Walgreens stock has lost 68% of its value. An Independent Board Chairman is long overdue at Walgreens.

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