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Nike Looks to Block Vote on Shareholders’ Diversity Proposal

May 18, 2021, 9:18 PM

Nike Inc. asked the SEC to bless its plans to prevent a vote on a shareholder proposal seeking annual reports on the company’s diversity and inclusion efforts.

The proposal, filed by shareholder advocate As You Sow on behalf of Nike investors, calls for information that mostly would mirror what the company already publishes, Nike said in a letter posted on the Securities and Exchange Commission’s website Tuesday.

The investors are seeking disclosures about how the sportswear manufacturer’s board reviews the effectiveness of its diversity, equity, and inclusion programs and what assessments it makes. Nike doesn’t release gender and race data it submits to the Equal Employment Opportunity Commission, or “meaningful” information about hiring, retention, or promotion of diverse workers, according to the proposal.

Nike’s website already has “extensive materials” about its efforts in this area, according to the company’s letter, dated May 14.

But Nike needs to produce more diversity, equity, and inclusion information after “damaging allegations of harassment and discrimination on the basis of gender, race, and gender identity,” the proposal said. As You Sow cited a Business Insider article in which an anonymous employee accused the company of “performative allyship.”

The SEC allows companies to exclude a shareholder proposal from a vote at an annual meeting if what the proposal requests already is substantially done. The agency earlier this year said it wouldn’t recommend an enforcement action against Comcast Corp. if it blocked a vote on a similar proposal from As You Sow.

Nike’s annual meeting is scheduled for September.

The company “already includes in-depth discussions of the Company’s multi-pronged D&I efforts, as well as its progress meeting these efforts and five-year targets to ensure that the Company continues to strive to have an inclusive, equitable and diverse workforce, in its Impact Report and DEI Strategy,” according to Nike’s letter.

The letter was signed by Ann Miller, Nike’s vice president, corporate secretary, and chief compliance officer.

An SEC representative didn’t immediately respond to a request for comment.

To contact the reporter on this story: Andrew Ramonas in Washington at aramonas@bloomberglaw.com

To contact the editor responsible for this story: Laura D. Francis at lfrancis@bloomberglaw.com

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