By Paul Ziobro
Target Corp. shareholders approved all 10 nominees to the
company's board, shrugging off calls from a prominent advisory firm
to throw out a majority of the candidates for their handling of
last year's data breach.
Target's interim chairman, Roxanne Austin, said Wednesday at the
company's annual meeting that all nominees won a majority of the
vote. Shareholders also supported the company in an advisory vote
on executive pay. All three shareholder proposals, including one
calling for an independent chairman, failed.
The tallies of the votes weren't immediately available.
Target faced stiff criticism ahead of the annual meeting.
Institutional Shareholder Services Inc., which advises large
shareholders how to vote on corporate ballots, recommended that
shareholders vote out seven of the 10 directors for failing to
manage risks and protect the company from the massive data breach
that hit the retailer during the holiday shopping season.
It was an unusual recommendation from ISS, which only rarely
calls for overthrowing a majority of company's board nominees. But
the firm argued that the members targeted for defeat, who sit on
the audit and corporate responsibility committees, "set the stage
for the data breach" by inadequately managing the risks.
Another proxy advisory firm, Glass, Lewis & Co., said there
wasn't enough information yet about the data breach to draw
conclusions about board responsibility, but did recommend that
shareholders vote out Target's two longest serving board members,
former Xerox Corp. Chief Executive Anne Mulcahy and former head of
Fannie Mae James Johnson, primarily for their track record on other
corporate boards.
The retailer also raised its quarterly dividend by 21% to 52
cents a share. The boost brings the dividend yield for the company,
whose stock has declined 9.5% this year, to about 3.7%.
Write to Paul Ziobro at paul.ziobro@wsj.com
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