violate the principle of “one share, one vote” and provide certain equity owners with a share of voting rights that exceed their share of economic interest. This outsized voting power, which is typically held by insiders such as founders, family members and executive, can significantly distort the level of opposition to management and the board among shareholders generally with respect to governance changes or other important topics of concern for independent shareholders, such as say on pay and takeover bids that may be beneficial to shareholders. In addition, research has shown that outside shareholders with unequal voting rights are generally less supportive of management, which may be indicative of a lack of trust and can foster the perception of a misalignment of goals. Ford maintains a dual-class structure which is not subject to a reasonable, time based sunset provision. Publicly traded common shares carry one vote per share, while the voting power of each Class B share is adjusted annually to provide Class B shareholders (members of the Ford family) with an aggregate of 40 percent of the total voting power, and thus considerable influence over all matters requiring shareholder approval. For the 2025 Annual Meeting, Class B shareholders were entitled to 36.75 votes per share. Currently, voting results are disclosed by Ford without distinguishing between the share classes. It is important for these results to be disclosed by share class to provide the board with insight regarding the concerns of the independent shareholders. Without disclosing the distinction between share classes, it is difficult to determine if the interests of each share class are aligned. Disaggregated vote disclosure would enhance transparency, improve accountability and allow shareholders to better monitor Ford’s response to issues of concern to a majority of shareholders. There is long history of shareholder proposals seeking to eliminate the dual-class structure at Ford. These proposals have received significant support from independent shareholders. Between 2016 and 2024 these recapitalization proposals have received an average of 36 percent from all shareholders, and an average of 83 percent support from independent shareholders. Other shareholder proposals have also received nearly majority support from independent shareholders, including several related to lobbying, political spending and special meeting rights. For example, a 2020 lobbying disclosure proposal received 20 percent support, but – assuming the Class B shares voted against – it garnered 48 percent support when adjusted for inflated insider votes. Providing disaggregated voting disclosure is not an onerous task and could be implemented by Ford without undue burden. Some companies have already adopted this enhanced disclosure as a governance best practice, including Duluth Holdings Inc.