LEVI STRAUSS & CO

The proposal would amend the company bylaws to require that the Audit Committee’s oversight explicitly include sustainability initiatives and that the Committee annually assess whether those initiatives were authorized and maintained based on expected value and return-on-investment calculations. It also requires the Audit Committee to report to shareholders at least annually on its findings regarding the authorization and maintenance of sustainability initiatives. The proponent argues current disclosures emphasize impact metrics (e.g., emissions, water use) without providing per-project financial metrics (e.g., NPV, IRR) or quantifying supplier cost impacts, making it difficult for investors to judge whether sustainability spending is value-accretive. The resolution is framed as a bylaw change, which would formalize a recurring, committee-level ROI assessment and public reporting requirement.