Notice of Exempt Solicitation. Definitive Material. (px14a6g)
May 09 2018 - 6:10AM
Edgar (US Regulatory)
|
Vote FOR Proposal #5 for an
Independent Chair at
Amazon.com, Inc. (NYSE:AMZN)
Meeting Date: May 30, 2018
|
Dear fellow Amazon shareholder:
SumOfUs, an institutional shareholder of Amazon, urges you to
vote
FOR Proposal 5 at the annual meeting of Amazon shareholders on May 30, 2018. Proposal 5 calls on Amazon to have an independent
chair of the board of directors, subject to narrow exceptions.
The proposal is available at http://bit.ly/AMZNCEOChair.
We believe a structure where the CEO runs the business, and is accountable
to a board led by an independent chair, is in the best interests of Amazon shareholders. Amazon CEO Jeff Bezos has also been the
company’s Chair of the Board since 1996.
Independent Board leadership would be particularly useful at Amazon
in providing more robust oversight regarding the company’s association with right-wing organizations including NRATV
1
and Breitbart
2
. In addition, Amazon has faced increased criticism for workforce exploitation
3
, tax avoidance
4
,
and monopolistic practices
5
. Independent Board leadership would result in improved policies and practices to mitigate
these risks and enhance long-term shareholder value.
Separating the roles of board chair and CEO, which the proposal
would accomplish at Amazon, is a corporate governance best practice supported by the Council of Institutional Investors, GMI Ratings,
Glass Lewis, and other corporate governance advisors. According to Spencer Stuart, 51% of companies in the S&P 500 separated
the roles of CEO and board chair in 2017.
We urge you to vote FOR Proposal 5.
Sincerely,
Lisa Lindsley
lisa@sumofus.org
____________________________
1
Peters, J. and Benner, K. (February 21, 2018). “Where
the N.R.A. Speaks First and Loudest.”
New York Times
Available at: https://www.nytimes.com/2018/02/21/us/politics/nratv-nra-news-media-operation.html.
2
Fleishman, G. (April 16, 2018). “Thousands Of
Advertisers Shun Breitbart, But Amazon Remains.”
Fast Company.
Available at: https://www.fastcompany.com/40535815/thousands-of-advertisers-shun-breitbart-but-amazon-remains.
3
Brown,
C. (April 19, 2018). “Amazon Gets Tax Breaks While Its Employees Rely on Food Stamps, New Data Shows.”
The Intercept.
Available at
https://theintercept.com/2018/04/19/amazon-snap-subsidies-warehousing-wages/.
4
Meyer, D. (May 3, 2018). “Amazon Threatens Seattle
Over New Tax That Would Help the Homeless.”
Fortune.
Available at: http://fortune.com/2018/05/03/amazon-seattle-building-homeless-tax/.
5
Khan, L. (January 2017). “Amazon's Antitrust
Paradox.”
Yale Law Journal
. Available at: https://www.yalelawjournal.org/note/amazons-antitrust-paradox.
This is
not a solicitation of authority to vote your proxy.
Please DO NOT send
us your proxy card as it will not be accepted.
Amazon.com (NASDAQ:AMZN)
Historical Stock Chart
From Mar 2024 to Apr 2024
Amazon.com (NASDAQ:AMZN)
Historical Stock Chart
From Apr 2023 to Apr 2024