DEI and manflakes, CEO pay hikes, Microsoft reforests, Air Products, Will Hild’s a middle schooler, and cheese

Introduction

LIVE from your DEI-branding punching bag kit for children, it’s a Business Pants Friday Show here at January 24th Studios, featuring AnalystHole Matt Moscardi. On today’s weekly wrap up: Compensation Committees stop pretending to care, Jamie says something about DEI, activist investors are the last people on earth allowed to talk about corporate governance, and even more corporate cheese.

Our show today is being sponsored by Free Float Analytics, the only platform measuring board power, connections, and performance for FREE.

Story of the Week (DR):

1. Trump signed an order ending DEI. Here’s what it means for Fortune 500 companies

1. Trump’s latest presidential moves mandate government agencies to specifically target companies in the private sector engaged in what it describes as “illegal DEI discrimination and preferences.”

2. Despite the intended chilling effect of these executive moves, multiple legal sources point out that Trump’s order and action do not constitute a change in the law. Rather, the language used in the order simply “enforces longstanding federal civil rights laws,” says Britney N.D. Torres, senior counsel at employment law firm Littler.

3. Trump’s executive moves just mean that companies will have to continue to carefully review their DEI-related policies, practices and initiatives based on longstanding anti-discrimination laws, and make sure they can’t be interpreted in a way that is different from what they intended, she says.

4. This week in Davos, Jamie Dimon reaffirmed JPMorgan’s DEI commitments after the National Legal and Policy Center, a conservative nonprofit, proposed the bank revisit how compensation is tied to the company’s racial-equity goal. “Bring them on,” said Dimon referring to the efforts from right-leaning groups. “We are going to continue to reach out to the Black community, the Hispanic community, the LGBT community, the veterans community.”

1. Will this ever trickle down to JPM leadership?

1. 15 on Operating Committee: 1 POC (an Indian man–Sanoke Viswanathan, CEO of International Consumer and Wealth–who came from McKinsey); 7/15 F though so some credit due

2. Board: nearly 50% F but a woeful -21% gender gap; no leadership positions on board or top 3 committees: only committees where women have power are Public Responsibility Committee and Risk Committee; 11 on board: 9 WM and 2 BF

2. Can we stop pretending board and shareholder oversight is a thing? DR

1. JPMorgan CEO Dimon's 2024 pay rises 8.3% to $39 million after record profit

2. Disney CEO Bob Iger’s Pay Package Rises 30% to $41.1 Million in 2024

3. Barclays proposes 45% increase in CEO pay under new bonus-linked scheme

4. Goldman CEO gets big pay boost, and $80 million bonus for another five years at helm

3. I promise I try not to pick Musk, but…

1. ‘The gesture speaks for itself’: Germans respond to Musk’s apparent Nazi salute

1. Some say it was an unambiguous Nazi salute but others are unsure and say focus should be on Musk’s stated support for far-right

4. Starbucks lead independent director Mellody Hobson to step down

1. Is this the only time in history a lead independent director was named in a headline or even mentioned at all?

2. No more black people on board: no women in leadership positions

Goodliest of the Week (MM/DR):

1. DR: Trump has a message to CEOs: Build in America or pay up

2. DR: This confusing headline: Voters who backed Trump identify new swamp to drain: corporate power

1. “The pendulum has swung so far. Things have gotten so out of line. Companies ought to be able to police themselves and not hurt people, and it’s just gotten way, way out of line. It’s time that it swings back the other way.”

3. DR: Trump’s DOGE department is now down to just one leader after Vivek Ramaswamy steps down

4. MM: Microsoft Signs Forest Restoration Deal to Remove 3.5 Million Tons of CO2 DR MM

5. MM: Jamie Dimon is doubling down on JPMorgan's DEI work as a conservative group targets Wall Street: 'Bring them on'

1. Jamie Dimon says LFG RACISTS

Assholiest of the Week (MM):

1. John Deere

1. See, instead of sticking up for yourself against pretend journalists with zero credibility who cosplay at being ESG analysts but are really just anti gay middle school boys, you caved.  

2. You caved and now you have not one, but THREE shareholder proposals in a couple weeks

3. And the ONLY one you challenged - the one you tried to exclude from your proxy - was the one by As You Sow, who asked the SAME THING as the National Public Policy Research Consumer Blah Blah Blah

1. National Legal and Policy Center (8 shares): SHAREHOLDER PROPOSAL ON A REPORT ON RACIAL AND GENDER HIRING STATISTICS

2. As You Sow (26,000 shares): SHAREHOLDER PROPOSAL ON A REPORT ON EFFECTIVENESS OF EFFORTS TO CREATE A MERITOCRATIC WORKPLACE 

4. You also got these anti woke gems:

1. National Center for Public Policy Research ($2,000): SHAREHOLDER PROPOSAL ON A CORPORATE FINANCIAL SUSTAINABILITY REPORT, asking for a new committee to show how committed you are to making money

2. Bowyer Research (100 shares): SHAREHOLDER PROPOSAL ON A REPORT ON CHARITABLE GIVING, asking for a report on how you don’t give to Southern Poverty Law Center, but they think you might be and they’re discriminating against white religious conservatives and the KKK

5. You thought, “oh, if we just cut out our DEI stuff and make a press release, they’ll go away… sure, we’ll offend, like, all the black people and women and stuff, but it’s worth it for our white farmers, and everyone will forget…”

6. You were wrong.  Your board was wrong.  Your management was wrong.  You know what petty middle school bullies do when you give them your lunch money?  Take it the next fucking day, too.  

7. Grow a spine, tell the anti woke shitbirds that DEI is about expanding the talent pool that’s been historically excluded and maximizing skills, and keep your lunch money in your pocket

8. Maybe call someone at Costco to ask for advice on how to grow a pair

2. The proxy vote at Air Products

1. Only three directors have batted under 500 during their tenure at Air Products, only two on all boards in the last 7 years

2. 80 year old CEO has been on the board since 2013 and has 32% influence

1. There are 81 current directors that are 80 with >30% influence in the US, 21 of whom are CEOs

2. Of them, 12 rate worse than Seifi on TSR, and 13 are worse at EBITDA

3. 22% of the board are connected through other directorships

1. There are 910 US companies with higher degree of director interlocks

2. 12 of those companies have directors over 80 years old with >30% influence, and 8 of them perform worse than Air Products

4. What the fuck does ISS and Glass Lewis do all day that they can write this about Air Products, but NOT the others:

1. ISS: “With that said, one must acknowledge the reality of Ghasemi’s age, and the board should have a robust strategy in preparation for his eventual departure. Confoundingly, the board appears to have ceded control of deciding Ghasemi’s successor to Ghasemi himself…”

2. GL: “… we are concerned that available information strongly suggests that the incumbent board, if left to its own devices and not held accountable at the forthcoming AGM, may simply surface something of a figurehead candidate previously selected or endorsed by Mr. Ghasemi, while concurrently permitting Mr. Ghasemi to retain substantial influence for an unspecified period, without a substantive acknowledgment of the poor capital allocation performance of his strategy.”

3. Egan Jones: “We firmly believe that Air Product’s unsatisfactory performance stems in part from mismanagement and the absence of effective leadership to guide the Company.”

5. And why the fuck to investors WAIT until an activist is involved??

1. Air Products CEO unseated from board; Activist investors win 3 seats

3. Will Hild, Consumer Research

1. Nasdaq files to withdraw mandate on ‘diverse’ board directors after court defeat

1. Those cheering Nasdaq’s decision to pull the diversity mandate included Will Hild, executive director of Consumers’ Research. He said he was pleased to see the exchange “abandon its anti-White, anti-Asian, and anti-male discrimination scheme.”

2. 24,960 directors in the US

1. 17,453 are male with an average influence of 1.4 women (it would take about 1 ½ women to equal one dude)

2. White and Asians are 83% of directors and 83% of the US workforce, but are worth 1.4x the influence

3. Will Hild’s most discriminated group - the White and Asian male - is worth, on average, 1.75x the average Black or Hispanic woman in terms of influence and power

2. Consumers Research is associated with the Philanthropy Roundtable which is associated with every idiot anti-woke anti-gay anti-black anti… non profit org, and Will Hild has made a solid 300k/year making up things about ESG and wokeism

4. Holding students hostage

1. Data breach hitting PowerSchool looks very, very bad

1. 64.2m students

2. 9.5m teachers

3. Largest breach ever

2. Maybe they also need to hire Clorox CEO on their board…

Headliniest of the Week

1. DR: Velveeta just made nacho cheese you can stick in your pocket

2. MM: Marriott elects Taco Bell CEO to board of directors

Who Won the Week?

1. DR: the security team paid to protect Tim Noel, UnitedHealthcare new CEO to replace murdered Brian Thompson: best negotiation position ever?

2. MM: Lawyers - how many law firms salivated at the idea of suing the Trump administration for every one of his six thousand executive orders on day one?

Predictions

1. DR: Compensation Committees go buck wild in 2025

2. MM: Zuckerberg’s new algorithms automatically append the word “boobs” to every user search, except for the search for Democrats, which also replaces the word Democrats with “boobs”