Fortune Brands Innovations, Inc.
Shareholder Proposals
Item 6
G
Elect each director annually by reorganizing the Board so all directors stand for election at each annual meeting.
The proposal requests that the company restructure its board election process so every director stands for election annually rather than serving multi-year staggered terms. Proponents argue annual elections increase director accountability and give shareholders the ability to evaluate and replace the entire board each year if performance or governance is unsatisfactory. The supporting statement says annual elections reduce director entrenchment from staggered three-year terms, encourage fresh leadership and responsiveness to shareholder concerns, and discourage decisions misaligned with shareholder interests. The proposal allows for phased implementation if management prefers a transitional approach.