Proposal at

The SEIU Master Trust and the CtW Investment Group have jointly filed a proposal calling on’s board of directors to implement a “Rooney Rule”: requiring that the initial list of candidates from which new management-supported director nominees are chosen should include (but need not be limited to) qualified women and minority candidates.

The Rooney Rule originated in the National Football League, where teams are required to interview at least one minority candidate for any open head coaching or general manager position, and has been successfully implemented by many companies, including Facebook and Pinterest.[1]
While Amazon’s board articulates support for diversity among directors and executives, it has failed to translate that verbal support into practical action. In particular, the Amazon board does not include any racial or ethnic minority directors. This stands in contrast to the 17 retail, technology, and media companies Amazon identified as peers in its 2018 proxy statement, each of which has at least one director of color, while 9 of the 17 have at least three directors of color. Additionally, only six of Amazon’s top 105 executives are Asian, only one is Latino, and none are African-American.[2] Additionally, while the Amazon board includes 3 female directors, among its 17 self-identified peers, 9 have four or more female directors. Moreover, Amazon’s ongoing diversity and inclusion issues suggest the company could use more women in leadership. According to the New York Times, only 1 of the 16 executives reporting directly to the CEO is a woman[3], while Amazon’s EEOC filings indicate that only 23 of Amazon’s top 105 executives are women (22%).[4] Again, Amazon’s leadership is less diverse than its workforce: women comprise 39% of Amazon employees globally.[5]
The Rooney Rule proposal establishes a modest but demonstrably effective requirement that we believe will accelerate the transition from talk to action at Amazon. Please join us in voting FOR Item 4 “Shareholder Proposal Regarding Diverse Board Candidates”

[5] Idem.