Fortune Brands Shareholders Back Director Slate and Governance Reform

Investors also signaled strong support for changes to executive pay practices and audit oversight.

May 20, 2025

At Fortune Brands Innovations’ annual meeting on May 14, shareholders made their preferences clear—backing the company’s proposed director slate, reinforcing support for the executive team, and pushing forward a notable shift in governance policy.

Directors Re-elected with Broad Backing

Three Class II directors were re-elected to serve through 2028. Amit Banati led the slate with strong shareholder approval. Irial Finan and Susan Kilsby followed, each receiving majority support to remain on the board. The results reaffirm investor confidence in the current board’s direction and oversight.

Audit Oversight Secured for 2025

Shareholders voted in favor of continuing with PricewaterhouseCoopers LLP as the company’s independent auditor. With more than 110 million votes cast in support, the result confirms broad alignment around the firm’s role in maintaining the company’s financial reporting and transparency.

Executive Pay Plan Moves Forward

The company’s executive compensation proposal passed with a solid majority, drawing around 91 million votes in favor. Roughly 13 million shareholders voted against the plan, showing that while support remains strong, compensation remains a topic that draws scrutiny and engagement.

Shareholders Embrace Governance Reform

One proposal drew particular attention—a vote to eliminate supermajority voting provisions from the company’s charter and bylaws. Close to 99 million shareholders voted in favor of the change. While over 3 million abstained and nearly 2 million opposed, the results indicate a clear desire for greater flexibility in corporate governance. The board did not offer a recommendation on this item, leaving the outcome to shareholders. Some shares were also present without a recorded vote, per the company’s proxy process.

Looking Ahead

All four proposals passed, positioning Fortune Brands to continue on its current strategic path with a clearer governance framework. Investors weighed in on board leadership, compensation, and structural change—all areas that shape how the company will operate in the years ahead. These results send a clear message: shareholders want accountability, responsiveness, and steady execution. Fortune Brands now moves forward with that mandate.