A group of institutional investors has renewed its call for Facebook CEO Mark Zuckerberg to give up his position as the company's board chairman.
At Facebook's annual meeting May 30, a shareholder proposal recommending an independent board chairman was defeated, garnering 20% support, according to an 8-K filling. But 68% of non-insider voters supported the proposal, up from 51% on a similar proposal in 2017.
The group of investors that co-filed the shareholder proposal unveiled Tuesday how major institutions voted on the resolution.
Institutional investors — including Vanguard Group, BlackRock, Massachusetts Financial Services, AllianceBernstein, American Funds, Bank of New York Mellon, Goldman Sachs Group, John Hancock, J.P. Morgan Chase, Putnam Investments and State Street Global Advisors — voted in support of an independent board chairman to lead Facebook, according to a news release from New York City Comptroller Scott M. Stringer, one of the co-filers and fiduciary for the $208 billion New York City Retirement Systems.
Voting against the resolution were institutions such as Morgan Stanley, T. Rowe Price Group, Fidelity Investments, Dimensional Fund Advisors, Neuberger Berman, Charles Schwab, Invesco and Legg Mason, according to the news release.
"Now is the time for change," said Illinois state Treasurer Michael W. Frerichs in the news release. "Facebook's independent investors agree that it's time for the company to separate the board chair and CEO roles. Right now, Mr. Zuckerberg is both board chair and CEO, serving as his own boss, and clearly it's not working. The board needs to be led by a strong, independent voice tasked to provide real oversight over management, address governance failings, help restore trust in the company, and better protect shareholders' interests. We hope the company will use this as an opportunity to take a decisive step toward building a more successful, sustainable company for the long term."
The group also includes Connecticut state Treasurer Shawn T. Wooden, Rhode Island Treasurer Seth Magaziner, Pennsylvania state Treasurer Joe Torsella, and Trillium Asset Management, the resolution's primary filer. The investors announced that they have refiled the shareholder proposal this year, which will be voted on at Facebook's 2020 annual meeting.