Facebook will hold its 2015 annual meeting Thursday, June 11, at 11 a.m. PT, at the Santa Clara Marriott in Santa Clara, Calif., the social network announced in a Schedule 14A filing with the Securities and Exchange Commission Friday.
The following items will be up for vote, either in-person or via proxy statement.
- Board of directors: Facebook recommends that shareholders re-elect all eight current members of its board “to serve until the next annual meeting of stockholders and until his or her successor has been elected and qualified, or until his or her earlier death, resignation or removal.” The board of directors is made up of Marc Andreessen, Erskine Bowles, Susan Desmond-Hellmann, Reed Hastings, Jan Koum, chief operating officer Sheryl Sandberg, Peter Thiel and co-founder and CEO Mark Zuckerberg.
- Ernst & Young: Facebook recommends that shareholders ratify the appointment of Ernst & Young as its independent registered public accounting firm for the year ending Dec. 31.
- Internal Revenue Code: Facebook recommends that shareholders reapprove the Internal Revenue Code of 1986, as amended (code), section 162(m) limits of its 2012 Equity Incentive Plan, which provides for the grant of awards to eligible employees, directors, consultants, independent contractors and advisors in the form of stock options, restricted stock awards, stock bonuses, stock appreciation rights, restricted stock units and performance shares.
- Shareholder proposal on change in stockholder voting: Facebook recommends that shareholders reject a proposal to initiate and adopt a recapitalization plan that would result in one vote per share for all outstanding stock.
- Shareholder proposal on an annual sustainability report: Facebook recommends that shareholders reject a proposal that the company issue an annual sustainability report describing its short- and long-term responses to environmental, social and governance issues by October.
- Shareholder proposal on human-rights risk assessment: Facebook recommends that shareholders reject a proposal that its board of directors prepare a report to shareholders by Oct. 31 of potential and actual human-rights risks of Facebook’s operations.
Readers: How would you (or will you, if you are a Facebook shareholder) vote on these matters?
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