Highlights from Apple's Preliminary Proxy Statement, 2014 Shareholders Meeting Proposals

carl_icahn_potrait Apple has released its preliminary proxy statement in a filing to the SEC. The filing is an announcement of the 2014 annual stockholders meeting, as well as proposals that will be voted on at the meeting and details of executive compensation arrangements.

Among other things, the filing details a forthcoming vote on investor Carl Icahn's proposed $50 billion share repurchase program that was filed for earlier this month. If approved, the proposal would still be on a non-binding "advisory" basis, and would specifically call for the company to commit to fulfilling no less than $50 billion of share repurchases during Apple's fiscal year ending on September 27, 2014.

However, Apple's Board of Directors has recommended a vote against Icahn's buyback program, stating that it is still “considering options“ for how to return cash to shareholders:

The Board and management team are thoughtfully considering options for returning additional cash to shareholders and are currently seeking input from shareholders as part of the Company’s regular review.

With breakthrough products and services such as the Mac, iPod, iPhone, iPad and App Store, the Company has created huge market opportunities, and the Board and management team believe the opportunities that lie ahead are just as exciting. Given such large and global markets, the Company competes with large companies around the world, many with their own significant technical capabilities and significant capital. This dynamic competitive landscape and the Company’s rapid pace of innovation require unprecedented investment, flexibility and access to resources.

...The Company is updating perspectives on its capital return program for 2014 and beyond. The Company is collecting input from a very broad base of shareholders, believing that the input of all shareholders is important and should be considered holistically. The evaluation of the capital return program continues to be thoughtful, deliberate, and consistent with a conservative financial policy that supports risk-taking and innovation. Consistent with its pattern for the last two years, the Company is on track to complete its regular review and thorough analysis and to announce any changes to the current program by March or April of 2014.

Since first disclosing his position in Apple back in August, Icahn has been vocal about asking the company to increase its buyback as he has dramatically increased his stake in the company. Apple, for its part, announced a significant increase in its capital return program back in April of 2013, and management pledged to reexamine its share repurchase and dividend programs in the first half of 2014.

Also detailed is a proposal on establishing a separate entitled committee that would oversee human rights issues raised by the company's activities, such as the recent accusations of labor violations at primary suppliers like Pegatron and Biel Crystal and the welfare of its own employees.

Apple also recommended a vote against the proposal, stating that its Supplier Responsibility team and report already audits suppliers to an effective extent and that establishing a committee would be “redundant“ and add little value to its existing commitment to human rights and social responsibility.

The preliminary proxy statement also noted the earnings of CEO Tim Cook's total compensation for 2013. While Cook saw an increase in his salary this year to $1,400,006 from $1,357,718 last year, the CEO gave up about 7,100 shares tied to his bonus stock award that was changed in June to be more performance based. At the stock's current price of $560.09, this would mean that Cook lost out on $3,976,639 in bonus earnings.

Overall, the shareholders meeting will hold votes on eleven proposals related to director reelection, compensation, and more.

The 2014 Annual Meeting of Shareholders will occur at Apple's 1 Infinite Loop headquarters on February 28, 2014 at 9:00 AM Pacific Time.

Top Rated Comments

iHamish Avatar
115 months ago
He looks like someone I don't want giving advice to Apple...
Score: 30 Votes (Like | Disagree)
patohi Avatar
115 months ago


lel
Score: 21 Votes (Like | Disagree)
Sy7ygy Avatar
115 months ago
He look's exactly as he is: Corrupt.
Score: 21 Votes (Like | Disagree)
jav6454 Avatar
115 months ago
Carl Icahn is nothing more than a looter. Yes, in free market his strategy of buying stock, forcing a company too increase buyback to therefor raise the price of said stock, then selling it at higher prices is a fair game.

However, what about the implications of such buyback? To use $50 Billion, Apple would have to either:


* Go into debt
* Repatriate overseas cash


Both options which suck because they will leave Apple in a vulnerable position and without economic leverage to continue buying/acquiring valuable IP/infrastructure.

I've always been a keen supporter of keeping Wall Street out of Silicon Valley. If Wall St mongols what to play in Silicone Valley, they should invest and then just shut the f* up about running the company. The financial and engineering/electronics world are so much different. They know nothing of the latter.
Score: 10 Votes (Like | Disagree)
AdonisSMU Avatar
115 months ago
I wish Carl would let Apple run their business and quit meddling.
Score: 9 Votes (Like | Disagree)
tbrand7 Avatar
115 months ago
Apple should buy iCahn Enterprises and dump it into the Atlantic just to show that greedy Santa who's in charge of Apple.
Score: 8 Votes (Like | Disagree)

Popular Stories

USB C Over Lightning Feature

EU Passes Law to Switch iPhone to USB-C by End of 2024

Tuesday October 4, 2022 3:30 am PDT by
The European Parliament today voted overwhelmingly in favor of enforcing USB-C as a common charging port across a wide range of consumer electronic devices, including the iPhone and AirPods, by the end of 2024. The proposal, known as a directive, forces all consumer electronics manufacturers who sell their products in Europe to ensure that a wide range of devices feature a USB-C port. This...
ipad pro purple

Five Apple Products You Should Avoid Buying Right Now

Wednesday October 5, 2022 2:12 pm PDT by
Rumors suggest that Apple still has several new devices that are coming before the end of the year, including a range of Macs and iPads. It's not looking like we're going to get an October event in 2022, but refreshes are coming soon, probably via press release. If you're planning to buy a Mac or an iPad, make sure to check out our list to know what's safe to pick up now and what's not. iPad ...
General iOS 16 Feature Yellow

10 New iOS 16 Features Coming Later This Year

Monday October 3, 2022 2:41 pm PDT by
iOS 16 was released to the public three weeks ago with a customizable Lock Screen, the ability to edit iMessages, improvements to Focus modes, and much more. And in the coming months, iPhone and iPad users have even more new features to look forward to. We've rounded up 10 new features coming to the iPhone and iPad later this year, according to Apple. Many of the features are part of iOS...
magsafe charger orange

Apple Releases New MagSafe Charger Firmware

Tuesday October 4, 2022 12:09 pm PDT by
Apple today released updated firmware for the MagSafe Charger that is designed to work with the iPhone 12 and later and the AirPods Pro 2. The new firmware is version 10M1821, up from the prior 10M229 firmware. Note that in the Settings app, you'll see a different version number than the firmware number, with the update displayed as version 255.0.0.0 (the prior firmware was 247.0.0.0). The...
maxresdefault

Video: AirPods Pro 2 vs. Bose QuietComfort II

Monday October 3, 2022 12:50 pm PDT by
Apple on September 23 officially launched the second-generation version of the AirPods Pro, introducing updated Active Noise Cancellation, Adaptive Transparency, improved sound, and more. Right around the same time, Bose introduced new QuietComfort II earbuds with many similar features, so we thought we'd compare the two to see which has the edge. Subscribe to the MacRumors YouTube channel for ...
General iOS 16 Feature Yellow

One of iOS 16's Best Features Drains Battery When Enabled

Thursday October 6, 2022 2:15 am PDT by
One of iOS 16's most praised features comes at the cost of draining battery life, according to recently published Apple support documents. The feature, known as "keyboard haptics," is optional in iOS 16 and allows users to get physical feedback via slight vibrations upon the touch of each key, confirming that it was pressed much like keyboard sounds. The feature is a useful addition to the...
aapl logo banner

No October Apple Event Expected Despite Upcoming Wave of New Devices

Wednesday October 5, 2022 2:33 am PDT by
Apple is no longer expected to host an event this month, despite plans to unveil a host of new devices including new iPad and Mac models, according to recent reports. In recent months, Apple has been expected to hold an event in October to announce a range of products that did not receive any stage time during the company's iPhone 14 unveiling event last month. In a recent newsletter, Bloombe...
iOS 16

Apple Preparing iOS 16.0.3 With More Bug Fixes Following iPhone 14 Launch

Monday October 3, 2022 7:53 am PDT by
iOS 16.0.2 was released last month with several bug fixes for iPhone 14 issues, excessive copy and paste permission prompts, and more. Now, evidence suggests that Apple is planning to release iOS 16.0.3 with additional bug fixes. Evidence of an upcoming iOS 16.0.3 software update has shown up in MacRumors analytics logs, which have been a reliable indicator in the past. There are several...
iOS 16

Apple Seeds New Betas of iOS 16.1 and iPadOS 16.1 to Developers [Update: Public Beta Available]

Tuesday October 4, 2022 10:06 am PDT by
Apple today seeded the fourth beta of iOS 16.1 to developers for testing purposes, with the beta coming one week after the release of the third iOS 16.1 beta. The iOS 16.1 beta is also joined by the fifth beta of iPadOS 16.1, which is on a slightly different schedule as Apple started testing it prior to the launch of iOS 16. Registered developers can download the iOS 16‌ and iPadOS 16...
dynamic island outline 1

iOS 16.1 Beta Adds More Pronounced Gray Border Around Dynamic Island When Using Black Wallpapers or in Dark Mode

Tuesday October 4, 2022 11:58 am PDT by
With the latest iOS 16.1 beta, Apple has tweaked the design of the Dynamic Island on the iPhone 14 Pro and Pro Max to make it more visible on a dark background. When using a darker wallpaper or with the darker interface of Dark Mode activated, there is a light gray border around the outside of the Dynamic Island when the screen is dimmed or when the Dynamic Island is in active use. The...