Supporting Statement: (“Colgate” or “Company”) identifies and evaluates candidates for its Board of Directors through its Nominating, Governance and Corporate Responsibility Committee (“Committee”). Among its tasks are to “establish Board member selection criteria for approval by the Board,” to “screen, recruit and recommend to the Board new Board members to fill any vacancies on the Board,” and to “recommend the director nominees for the annual meeting of stockholders, consistent with criteria identified by the Board.”3 That criteria, outlined in the Company’s “Independent Board Candidate Qualifications,” calls for the Board to seek directors with a range of backgrounds, “including with respect to race, ethnicity, gender, sexual orientation, gender identity and cultural background.”4 Accordingly, Colgate’s 2025 proxy statement “Director Nominee Highlights” detailed Board composition DEI information, pointing out that four of the 10 nominees were women, and three of the nominees were “members of underrepresented communities.”5 The Company did not explain what it meant by “underrepresented.” In a recent case, the U.S. Court of Appeals for the Fifth Circuit vacated a Nasdaq rule that would have required listed companies to disclose demographic data about directors and explain the absence of a specified number of “diverse” board members. The Court concluded Nasdaq “offered little support for its assertion that there is an empirically established–or even logical–link between the racial, gender, and sexual composition of a company’s board and the quality of its governance.”6 While Title VII does not directly govern board service, leadership policies and practices typically set standards for – and are then often deployed throughout – the organization they oversee. This is evident at Colgate.7 8 To ensure consistency with nondiscrimination standards required of management and employees, Colgate’s board nominee criteria should exclude identity characteristics unrelated to fiduciary duties or business qualifications.