Plot twist in Wendy’s Boycott: Nelson Peltz and Trian Partners “may take the chain private”;
Move would avoid growing shareholder scrutiny…
As readers of this site know, the past several months have seen an unprecedented surge in shareholder — and consumer — scrutiny of Wendy’s stubborn refusal to follow its fast-food competitors’ lead and sign a Fair Food agreement to bring the Fair Food Program’s gold standard human rights protections to farmworkers in its supply chain.
The first half of 2022 has not been kind to Mr. Peltz and his hedge fund colleagues. A shareholder movement to remove Wendy’s Board Chair Nelson Peltz and three other key, Trian-connected directors from the company’s board of directors was organized in response to the board’s failure to adequately address last year’s shareholder resolution calling for transparency into the burger giant’s social responsibility practices (a resolution that won over 95% of the vote). April also saw a huge march in Palm Beach, the billionaire enclave that serves as home to Trian’s new Florida offices as well as Nelson Peltz’s own massive southern mansion. Then, just last month, an action outside of Trian’s Manhattan offices brought workers from Immokalee and NYC allies together in a colorful, day-long protest that caught the attention of some of the world’s most important financial press.
Indeed, the “No Vote” campaign to recall Peltz and his colleagues from the Wendy’s board gained so much momentum that Wendy’s felt compelled to make an 11th-hour filing with the SEC to convince their shareholders not to waiver.
Farmworkers and their NYC allies arrive in a delegation to Wendy’s shareholder and key investment leader JP Morgan Chase during last month’s big action in Manhattan.
Shareholder vote sends a message…
And when all was said and done, and the votes were counted at Wendy’s annual shareholder meeting on May 18th, it was clear that the shareholders’ message — that farmworkers’ concerns about Wendy’s supply chain are real and must be given urgent consideration — was heard, loud and clear.
Despite Wendy’s best efforts, Peter Rothschild received only 86.9% support, and Nelson Peltz only 92.6%.
While to the casual observer these numbers may seem like a strong result in Wendy’s favor, to Wall Street insiders they send a powerful message of dissent. In public company boardrooms, as it turns out, most elections are akin to coronations, with the overwhelming majority of candidates at comparable companies typically receiving somewhere between 95%-100% of the vote. In fact, as explained by IASJ and Majority Action, the results place Rothschild in the bottom 10% of board members at comparable companies, and Peltz’s in the bottom 18%. And that is without taking into account that more than 19% of the votes at Wendy’s were controlled by Peltz and Trian. Indeed, when the votes controlled by Trian and Wendy’s own board members, which were clearly never in question, are removed from the count, those numbers fall even further, to 82% and 90%, respectively.
In other words, millions of shareholder votes called for Peltz and Rothschild to be removed from Wendy’s board, letting the financial world know that Wendy’s shareholders are paying close attention to the company’s human rights track record and, with the momentum for real change growing by the month, they would not be backing down anytime soon.
Plot twist: Peltz and Trian taking Wendy’s private?…
Given the intense build-up to last month’s vote, you might be surprised that we didn’t announce those encouraging results earlier. And that’s for one simple reason: just as we were preparing to share the outcome of this pivotal shareholder movement, a story broke that— while still unclear in its details, even to this day— far eclipsed the news from Wendy’s annual meeting.
And as it turns out, that news just might have something to do with the growing shareholder revolt...
Read our full analysis and campaign update over at the CIW site today!
