Wintergreen Advisers Renews Call for Withdrawal of Coca-Cola Equity Plan

Wintergreen Advisers today renewed its call for The Coca-Cola Company (NYSE: KO) to withdraw its 2014 Equity Plan in light of new disclosures about significant shareholder opposition to the plan.

As recently reported in the media, several of Coca-Cola’s largest shareholders did not support the plan, according to proxy-voting records filed with the SEC. Those filings show that funds managed by State Street, Fidelity and Capital Group voted against the Plan.

Opposition by these funds is in addition to public pension funds that also voted against the plan, including the Florida State Board of Administration, State of Wisconsin Investment Board, Ontario Municipal Employees’ Retirement System, Ontario Teachers’ Pension Plan, and Canada Pension Plan Investment Board.

David Winters, CEO of Wintergreen Advisers, said: “When large shareholders reject your plan, a responsible company should take pause. And while the public is only now learning of these votes, the Coca-Cola board has known about the level of opposition to the plan for months. These new proxy voting disclosures – taken with the decision by Coca-Cola’s largest shareholder, Berkshire Hathaway (NYSE: BRK.A, BRK.B), to abstain from voting – suggest the Chairwoman of Coca-Cola’s compensation committee should never have said the plan had ‘broad-based investor support.’

“In our view, Coca-Cola’s plan does not have sufficient investor support to justify its implementation, and the board should do the right thing and set it aside without further delay. This is a test of whether the Coca-Cola board truly is prepared to act in the interests of shareholders. If it is not, the board should be replaced.”

While the Coca-Cola 2014 Equity Plan was approved by a majority of the votes cast, fewer than half of Coca-Cola’s total outstanding shares (2.19 billion out of 4.41 billion) were voted in favor of the plan. By contrast, 66% of the total outstanding shares were voted in favor of Coca-Cola's previous equity plan in 2008.