Andrew R. Droste's Avatar

Andrew R. Droste

@droste.bsky.social

#CorpGov including intersection w/ climate, social policy | rules/regs, shareholder proposals, activism/proxy contests | #ESG data | personal acct per DoDI 5400.17 (posts are my own) https://corpgov.substack.com https://www.linkedin.com/in/andrewdroste

410 Followers  |  401 Following  |  796 Posts  |  Joined: 16.08.2023  |  1.9453

Latest posts by droste.bsky.social on Bluesky

I really need these headlines to stop being like IT’S ILLEGAL TO REGULATE GHGS NOW instead of what’s actually going on, which is that we’re no longer required to consider them in scope of a 56 year old law that didn’t contemplate climate change as an issue

14.02.2026 02:38 — 👍 35    🔁 10    💬 4    📌 0
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Amazon.com, Inc. Submits 7 No-actions AMZN leading the 2026 corporate pack in shareholder proposal rejections (so far)

$AMZN Submits 7 No-actions - leads the 2026 corporate pack in shareholder proposal rejections

#CorpGov #Lobbying #HumanRights #Plastic #Pollution #ArtificialIntelligence #Immigration

11.02.2026 02:48 — 👍 0    🔁 0    💬 0    📌 0

Thank you @droste.bsky.social. I was about to post something on this, but didn't think about the impact on the vote-no campaigns. If things keep going as they have been, Rule 14a-9 proposals go largely by the wayside the impact on Vote-No campaigns could end up being the greater of the two. #corpgov

27.01.2026 02:20 — 👍 2    🔁 1    💬 0    📌 0
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Vote-no campaigns by investor orgs using exemption solicitations (via PX14A6G filings) are effectively dead - as are follow-up solicitations from shareholder proposal proponents that own less than $5 million in shares
#CorpGov

26.01.2026 21:23 — 👍 2    🔁 1    💬 1    📌 0
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The First Majority-supported Shareholder Proposal of 2026 Governance-related shareholder proposals poised to dominate (again)

The first shareholder proposal to pass in 2026 is at Zscaler Inc. $ZS

#CorpGov
corpgov.substack.com/p/the-first-...

15.01.2026 22:16 — 👍 1    🔁 0    💬 0    📌 0
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Visa #CorpGov
x.com/mrcorpgov/st...

09.01.2026 22:13 — 👍 1    🔁 1    💬 0    📌 0

Apple proxy just dropped:

x.com/mrcorpgov/st...

#CorpGov #ExecPay #CEOpay

08.01.2026 23:07 — 👍 0    🔁 0    💬 0    📌 0
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Mr. CorpGov (@corpgov) Chair, CEO of TFS Financial granted $7.7 million retention award. 60% PSUs, 40% RSUs, five-year cliff vesting #CorpGov #ExecPay #CEOpay https://capedge.com/filing/1381668/0001381668-25-000109/TFS...

Chair, CEO of TFS Financial granted $7.7 million retention award. 60% PSUs, 40% RSUs, five-year cliff vesting

#CorpGov #ExecPay #CEOpay

22.12.2025 21:24 — 👍 2    🔁 0    💬 0    📌 0
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Mr. CorpGov (@corpgov) Janus Henderson Group going private - to be acquired by Trian Fund Management and General Catalyst https://capedge.com/filing/1274173/0001104659-25-123537/JHG-DEFA14A

Janus Henderson Group going private - to be acquired by Trian Fund Management and General Catalyst

22.12.2025 14:49 — 👍 0    🔁 0    💬 0    📌 0
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Ford Board Scraps Mandatory Retirement Age On Friday evening, Ford dropped an 8-K with revised bylaws

Ford Board Scraps Mandatory Retirement Age
#CorpGov #Ford
corpgov.substack.com/p/ford-board...

15.12.2025 03:13 — 👍 1    🔁 0    💬 1    📌 1

🟦

15.12.2025 03:12 — 👍 0    🔁 0    💬 0    📌 0
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Notable Shareholder Dissent at Palo Alto Networks PANW becomes just the sixth S&P 500 company in 2025 to receive failed Say-on-Pay vote; LID receives sub-80% support; and management-opposed governance shareholder proposal receives 90+%

Notable shareholder dissent at Palo Alto Networks AGM this week
open.substack.com/pub/corpgov/...
#CorpGov #ExecPay #CEOpay

12.12.2025 05:35 — 👍 0    🔁 0    💬 0    📌 0
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Protecting American Investors from Foreign-Owned and Politically-Motivated Proxy Advisors By the authority vested in me as President by the Constitution and the laws of the United States of America, it is hereby ordered: Section 1.  Purpose.

Proxy advisory firm EO out
www.whitehouse.gov/presidential...

12.12.2025 00:18 — 👍 1    🔁 0    💬 0    📌 0
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First Exercise of Corporate Discretion Under New No-Action Guidance Breaks Proponent's Way Costco decides to *include* shareholder proposal after failing to receive SEC no-action response

Costco includes shareholder proposal for 2026 AGM in first instance of issuer exclusion discretion
#CorpGov #Costco
open.substack.com/pub/corpgov/...

10.12.2025 01:57 — 👍 0    🔁 0    💬 0    📌 0
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Mr. CorpGov (@corpgov) 9+% shareholder Biglari Capital poised to file a proxy contest at 2026 Jack in the Box $JACK AGM. (Earlier this year, the company adopted a poison pill to fend off the activist) #CorpGov

9+% shareholder Biglari Capital poised to file a proxy contest at 2026 Jack in the Box $JACK AGM. (Earlier this year, the company adopted a poison pill to fend off the activist)

#CorpGov #Activist

substack.com/@corpgov/not...

15.11.2025 18:20 — 👍 2    🔁 1    💬 0    📌 0

Egan-Jones recommends Cracker Barrel shareholders WITHHOLD votes against directors and CEO due to ongoing decline and poor results.
#CorpGov

www.businesswire.com/news/home/20...

15.11.2025 05:20 — 👍 3    🔁 1    💬 1    📌 0

"One measure being discussed would require these index-fund managers to mirror their votes in line with clients who choose to vote."

12.11.2025 02:08 — 👍 1    🔁 0    💬 0    📌 0
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Exclusive | White House Explores Rules That Would Upend Shareholder Voting Officials are discussing limits on influential proxy advisers including ISS and index-fund giants such as BlackRock.

White House is exploring new measures to curb the influence of proxy advisers and index-fund managers: "...could include a broad ban on shareholder recommendations or an order blocking recommendations on companies that have engaged proxy advisers for consulting work"
www.wsj.com/finance/regu...

12.11.2025 02:07 — 👍 2    🔁 3    💬 1    📌 0
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Tesla investor support for Elon Musk's massive pay plan was lower in 2025 than in 2018 Tesla CEO Elon Musk received less support from shareholders for his trillion-dollar pay plan than he did when his prior package was put up for a vote.

When you take out execs & board members' shares voted - investor support for Elon Musk's $1 trillion 2025 pay plan was lower than for his $56 billion 2018 CEO pay plan. . . www.cnbc.com/2025/11/10/t...

11.11.2025 01:45 — 👍 41    🔁 9    💬 6    📌 1

this is great. Musk's new pay package would have passed without considering insider votes, but by a lot less.

08.11.2025 19:55 — 👍 8    🔁 1    💬 1    📌 0
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Tesla AGM Parsing the AGM vote results (so you don't have to)

The Tesla AGM results (with non-insider vote calculations, to boot)

#CorpGov #ExecPay #CEOpay

open.substack.com/pub/corpgov/...

08.11.2025 19:49 — 👍 2    🔁 0    💬 0    📌 1

Shareholder proposal 12, annual director vote proposal, passes
#CorpGov

06.11.2025 22:00 — 👍 0    🔁 0    💬 0    📌 0

~75% support in favor of 2025 mega grant at Tesla #CorpGov #ExecPay #CEOpay

06.11.2025 21:55 — 👍 0    🔁 0    💬 0    📌 1

Proxy advisor ISS recommends Tesla shareholders oppose Elon Musk $1 trillion pay plan www.cnbc.com/2025/10/17/p...

18.10.2025 03:01 — 👍 1    🔁 0    💬 0    📌 0
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ISS recs out for Tesla AGM in early NOV
#CorpGov #ExecPay #CEOpay

18.10.2025 02:05 — 👍 1    🔁 0    💬 0    📌 1
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13.9% support for plastics shareholder proposal at P&G AGM
#CorpGov

16.10.2025 20:40 — 👍 0    🔁 0    💬 0    📌 0
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Mr. CorpGov (@corpgov) Regenerative agriculture shareholder proposal at General Mills garners an impressive 28% support #CorpGov #RegenAg

Regenerative agriculture shareholder proposal at General Mills garners an impressive 28% support

#CorpGov #RegenAg

04.10.2025 04:58 — 👍 3    🔁 0    💬 0    📌 0
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Mr. CorpGov (@corpgov) FedEx $FDX AGM results • low Say-on-Pay support (63%) • Independent chair shareholder proposal receives 42.5% support #CorpGov #ExecPay #CEOpay

FedEx $FDX AGM results

• low Say-on-Pay support (63%)

• Independent chair shareholder proposal receives 42.5% support

#CorpGov #ExecPay #CEOpay

02.10.2025 22:58 — 👍 1    🔁 0    💬 0    📌 0
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Vote-No Campaign at Tesla NYC Comptroller, investor orgs, and various state officials urge Tesla investors to vote against directors and equity/comp plans at November meeting

Vote-No Campaign at Tesla

#CorpGov #ExecPay #CEOpay

02.10.2025 22:17 — 👍 3    🔁 1    💬 0    📌 0

"The ultimate weakness of violence is that it is a descending spiral, begetting the very thing it seeks to destroy. Instead of diminishing evil, it multiplies it.

Darkness cannot drive out darkness; only light can do that. Hate cannot drive out hate; only love can do that."

10.09.2025 20:05 — 👍 0    🔁 0    💬 0    📌 0

@droste is following 20 prominent accounts