Bloom Energy Corp
For the period ended Mar 26, 2024. Filed Mar 26, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Mar 26, 2024 · Filed Mar 26, 2024
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Contents
PROPOSAL
PROPOSAL 1
Election of Directors
The Board of Directors unanimously recommends a vote FOR the election to the Board of Directors of each of the Class III director nominees, Michael Boskin, John Chambers, and Cynthia (CJ) Warner, each for a three-year term.
Our Board Structure. Our Board is divided into three classes, each with staggered three-year terms. As a result, only one class of directors is elected at each annual meeting, with the other two classes continuing for the remainder of their respective three-year terms. Each director’s term will continue until their successor is elected and qualified, or until their earlier death, resignation, or removal. The Board has seven members.
Nominees. The Nominating Committee and the Board have carefully considered the qualifications of the nominees and believe they are well qualified to serve on the Board. The nominees possess considerable professional and business experience, and as a group, they have the appropriate skills to exercise their oversight responsibilities.
If a Nominee is Unable to Serve. The nominees have consented to being named as nominees in the Proxy Statement and have agreed to continue serving as directors, if elected. If any nominee becomes unavailable to serve for any reason before the election, which is not anticipated, your proxy authorizes management to vote for another person nominated by the Board or the Board may reduce its size.
Vote Required. Directors will be elected by a plurality of votes cast. That means the three nominees receiving the highest number of votes will be elected. Withhold votes and broker non-votes, if any, will not affect the outcome of the vote.
Board Composition
Board Membership Criteria
The Nominating Committee is responsible for reviewing the skills and experiences desired in directors in light of the company’s current business conditions, short- and long-term strategic initiatives, and existing competencies and experience on the Board. They also make recommendations regarding the size and composition of the Board.
All directors should have the following attributes:
The highest personal and professional integrity, ethics, and values, consistent with our Global Code of Business Conduct and Ethics, available on Bloom’s website atwww.bloomenergy.com
A commitment to building stockholder value
Familiarity with and respect for corporate governance requirements
Sufficient time to carry out duties as a director
An appreciation for and an ability to work in a collegial manner with a diversity of backgrounds, experiences, and thoughts
Has professional skills and experience that align with the needs of Bloom’s current and long-term business strategy and complements the experience represented on the Board.
| 16 | Bloomenergy | 2024 Proxy Statement |
| Proxy Summary | Corporate Governance | Executive Compensation | Audit Matters | Security Ownership and Stockholder Matters | Stockholder Proposals and Nominations | User Guide | Other Matters |
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