Editor's note: An earlier version of this story misstated when the shareholder vote would take place.
A longtime AutoNation Inc. shareholder’s proposal that would require the company's chairman to be an independent member of the board was voted down at the company’s annual meeting Thursday.
The shareholder, John Chevedden, also questioned the independence of the AutoNation's lead director.
An overwhelming majority – 95 percent – of AutoNation’s shareholders voted against the proposal, according to Marc Cannon, chief marketing officer.
Chevedden, a shareholder since 2000, requested in a proposal filed Tuesday that the AutoNation board adopt a policy that the chairman be an independent member of the board. The board said in a response to this proposal that it has already committed to having an independent chairman when current Executive Chairman Mike Jackson leaves the company.
Jackson, 70, was CEO and chairman for the better part of two decades before transitioning to executive chairman in March. His contract with the company expires in 2021, and his future with AutoNation beyond 2021 is undecided, the company said last year.
This was at least the fifth proposal Chevedden has made related to having an independent chairman of the board at AutoNation, he told Automotive News. Chevedden is known for being a prominent shareholder activist who frequently files such proposals with many companies in which he holds stock.
AutoNation's board opposed Chevedden's proposal and recommended that shareholders vote against it because the company already adopted a policy in February regarding an independent chairman of the board. When Jackson leaves the board, the chairman should be an independent director, the board wrote in its response to the proposal.
The board will continue to have a lead independent director until an independent chairman of the board is elected. "The Board believes that the adopted policy suitably addresses the concerns raised by the proposal in a practicable and enforceable manner, rendering the policy sought by the proposal unnecessary," the response said.