AT&T Inc. | Interfaith Center on Corporate Responsibility

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<strong>Company:</strong>
<p>AT&T Inc.</p>
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<strong>Year:</strong>
<p>2026 </p>
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<strong>Issue Area:</strong>
<p>Corporate Governance </p>
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<strong>Focus Area:</strong>
<p>Shareholder Rights </p>
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<strong>Status:</strong>
<p>Filed</p>
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<h2>Resolution Text</h2>
<p><strong>RESOLVED</strong>: Shareholders request that the board of directors take the necessary steps to permit written consent by the shareholders entitled to cast the minimum number of votes that would be necessary to authorize an action at a meeting at which all shareholders entitled to vote thereon were present and voting (without any unnecessary restriction based on length of stock ownership or the method by which shareholders hold their shares). This includes shareholder ability to initiate any appropriate topic for written consent.</p>
<p><strong>SUPPORTING STATEMENT</strong>:</p>
<p dir=”ltr”>Acting by written consent is hardly ever used by shareholders but the main point of having a right to act by written consent is that it gives shareholders greater standing to engage effectively with management when AT&T underperforms. </p>
<p dir=”ltr”>This proposal received 42% support at previous AT&T annual shareholder meeting. This 42% support likely represented more than 50% support from the AT&T shares that have access to independent proxy voting advice and are the most informed shareholders regarding AT&T ballot items. AT&T shareholders, who do not have access to independent proxy voting advice, can give deference to the view of the most informed AT&T shareholders</p>
<p dir=”ltr”>The following challenging 2025 news reports on AT&T make it more important to adopt this proposal without delay:</p>
<p dir=”ltr”>AT&T’s Q3 2025 revenue of $30 billion fell short of analyst expectations, leading to a stock price decline of 3-5%. This revenue miss prompted several firms, including Barclays and Scotiabank, to downgrade their outlook for AT&T due to concerns over competitive pressures and future growth.</p>
<p dir=”ltr”>The FCC enforced a ruling in response to the “Salt Typhoon” Chinese state-sponsored cyberattacks that breached several telecom companies, including AT&T. This required AT&T to invest in security improvements and opened AT&T up to potential fines for non-compliance. The FCC later repealed this specific ruling, a move that some felt left customer data protection at risk.<br><br>AT&T is also dealing with the fallout of a major data breach that impacted over 73 million customers, with a judge approving a $177 million settlement.<br><br>AT&T faced customer dissatisfaction after reducing the monthly autopay discount for those using credit cards, which contributed to customer churn.</p>
<p dir=”ltr”>A lawsuit by a partner, Tilson, against AT&T’s fiber joint venture, Gigapower, resulted in Tilson’s bankruptcy and potential delays in AT&T’s fiber network expansion plans.<br><br>CEO John Stankey warned that potential new tariffs could increase the cost of smart phones and network equipment, which might lead to higher prices.<br><br>In August 2025, Fitch Ratings placed AT&T on a “Rating Watch Negative” following its plan to acquire $23 billion in wireless spectrum from EchoStar, indicating concerns about the impact on AT&T’s debt leverage.</p>

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<h3>Lead Filer</h3>
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<div class=”views-field views-field-nothing”><span class=”field-content”> John Chevedden</span></div><div class=”views-field views-field-title views-field-field-shareholder”><span class=”field-content”>Chevedden Corporate Governance</span></div>
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<h4>Resolution Details</h4>
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<strong>Company:</strong>
<p>AT&T Inc.</p>
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<strong>Year:</strong>
<p>2025 </p>
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<strong>Issue Area:</strong>
<p>Corporate Governance </p>
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<strong>Focus Area:</strong>
<p>Majority Vote </p>
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<strong>Status:</strong>
<p>Challenged</p>
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<h2>Resolution Text</h2>
<p>Shareholders request that our board take each step necessary so that each voting requirement in our charter and bylaws (that is explicit or implicit due to default to state law) that calls for a greater than simple majority vote be replaced by a requirement for a majority of the votes cast for and against applicable proposals, or a simple majority in compliance with applicable laws. If necessary this means the closest standard to a majority of the votes cast for and against such proposals consistent with applicable laws. This includes making the necessary changes in plain English.</p>
<p class=”p1″>Shareholders are willing to pay a premium for shares of companies that have excellent corporate governance. AT&T supermajority voting requirements have been found to be one of 6 entrenching mechanisms that are negatively related to company performance according to “What Matters in Corporate Governance” by Lucien Bebchuk, Alma Cohen and Allen Ferrell of the Harvard Law School. Supermajority requirements can be used to block proposals supported by most shareholders but opposed by the Board of Directors.</p>
<p class=”p1″>This proposal topic, as a shareholder proposal, received overwhelming 98%-support at the 2023 annual meetings of American Airlines (AAL) and The Carlyle Group (CG).</p>
<p class=”p1″>This proposal topic also received 98% support each in 2024 at Domino’s Pizza, FMC Corporation, ConocoPhillips, Masco Corporation and Power Integrations.</p>
<p class=”p1″>This proposal includes addressing this provision:</p>
<p class=”p1″>“Article Eight of the Company’s Restated Certificate of Incorporation permits stockholders to take action by written consent only if stockholders holding two-thirds of the outstanding shares execute the consents.”</p>

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Resolution Details

Company:

AT&T Inc.

Year:

2024

Issue Area:

Human Rights & Worker Rights

Focus Area:

Worker Rights, Health & Safety

Status:

Challenged

Resolution Text

RESOLVED, that shareholders of AT&T Inc. (“AT&T”) urge the Board of Directors to take the steps necessary to conduct an independent third-party assessment of AT&T’s due diligence process for preventing health and safety violations in AT&T’s supply chain for wireless communication services. The results of the assessment, prepared at reasonable cost and omitting legally privileged, confidential, or proprietary information, should be publicly disclosed on AT&T’s website.

SUPPORTING STATEMENT

The International Labour Organization’s Declaration on Fundamental Principles and Rights at Work recognizes the following international human rights: “1) freedom of association and the effective recognition of the right to collective bargaining; 2) the elimination of all forms of forced or compulsory labour; 3) the effective abolition of child labour; 4) the elimination of discrimination in respect of employment and occupation; and 5) a safe and healthy working environment.”1 AT&T’s Principles of Conduct for Suppliers recognizes these human rights.2

While we commend AT&T for recognizing the human right to a safe and healthy workplace in its policies, we believe that conducting an independent third-party assessment of AT&T’s due diligence process for preventing health and safety violations is appropriate. The United Nations’ Guiding Principles on Business and Human Rights urge companies to “know and show” that they respect human rights by adopting “a human rights due diligence process to identify, prevent, mitigate and account for how they address their impacts on human rights.”3

We are concerned about the potential violation of the human right to a safe and healthy workplace by AT&T’s contractors that climb towers for wireless communication services. The climbing of communication towers to install and maintain wireless infrastructure equipment has raised safety concerns due to the hazardous nature of the work.4 The Occupational Safety and Health Administration has called tower climbing the most dangerous job in America.5

According to a report by the Occupational Safety and Health Administration and the Federal Communications Commission, “responsibility for employee safety is fractured into many layers” between wireless carriers, communications tower owners, and tower climber contractors. These regulatory agencies have recommended that carriers adopt various best practices for contractor selection and vetting, reporting, auditing, training, recordkeeping and communication. 6

A May 2023 survey of tower climbers by the Communications Workers of America found that 59 percent of respondents know someone who has been seriously injured on the job and 17 percent have known someone who was fatally injured on the job. Moreover, 35 percent of respondents report pressure to work unsafely to meet deadlines and 60 percent of respondents state that safety incidents are only investigated, “some of the time,” “rarely,” or “never.7

For these reasons, we urge you to vote FOR this shareholder resolution.

1 https://www.ilo.org/declaration/lang–en/index.htm

2 https://attsuppliers.com/misc/SupplierSustainabilityPrinciples.pdf

3 https://www.ohchr.org/sites/default/files/Documents/Publications/GuidingPrinciplesBusinessHR_EN.pdf

4 https://www.propublica.org/article/cell-tower-fatalities

5 https://www.osha.gov/news/speeches/02132008

6 https://www.osha.gov/sites/default/files/publications/OSHA3877.pdf

7 https://cwa-union.org/sites/default/files/2023-05/TCUCWASafetyReport.pdf

Resolution Details

Company:

AT&T Inc.

Year:

2024

Issue Area:

Human Rights & Worker Rights

Focus Area:

Race Discrimination, Racial Justice

Status:

Filed

Resolution Text

RESOLVED: Shareholders urge the Board of Directors to commission a third-party, independent racial equity audit analyzing AT&T Inc.’s impacts on Black, Indigenous, and People of Color (BIPOC) communities. Input from racial justice and civil rights organizations and employees, temporary vendors, and contractors should be considered in determining specific matters to be analyzed. A report on the audit, prepared at a reasonable cost and omitting confidential and proprietary information, should be published on AT&T’s website.

WHEREAS: The harmful and often deadly impacts of systemic racism on BIPOC communities are a major focus of policymakers, media, and the public. AT&T has made investments in and statements of solidarity with communities of color. However, some of AT&T’s business practices suggest a racial equity audit could help mitigate reputational, regulatory, legal, and human capital risk.

AT&T’s commitment to racial justice has been called into question because of some of its practices. For instance, Salon noted that “Corporations like AT&T, Target and Starbucks have embraced racial-justice rhetoric, while funneling money to police.” Salon cited AT&T’s support for police foundations and the National Sheriff’s Association (NSA) as examples of this disconnect, given growing evidence that many police departments demonstrate not only implicit bias but outright racism.[1] AT&T also faced scrutiny over its support for candidates promoting voter suppression efforts, which disproportionately impact BIPOC populations.[2]

In addition, concerns have been raised about the delivery of AT&T’s internet services to communities of color. Research by The Markup found that AT&T frequently provides a significantly lower quality of service in predominantly BIPOC communities for the same cost as the much better service provided in predominantly white communities.[3] Lack of access to reliable internet services can impact education, employment, and banking opportunities. As the ACLU has observed, “Adults living without broadband face significant barriers in accessing employment, education, and other necessities.”[4]

AT&T has faced other controversies because of practices that disproportionately impact BIPOC communities including a work stoppage related to its treatment of Black workers.[5] Furthermore, AT&T has allegedly retaliated against employees who flagged issues of discrimination.[6] In September 2023, for instance, a former AT&T employee filed a complaint in the Southern District Court of Ohio alleging that she was fired after reporting a racist death threat.[7]

Allowing racial inequities to persist is deeply harmful to BIPOC communities, is bad for diversified investors given the high cost of racism to the economy, and could expose the company to significant risks. It is also simply the wrong thing to do.

Executives at peer companies have affirmed the usefulness of racial equity audits, as have civil rights organizations. Leading companies are increasingly recognizing the importance of undertaking independent racial equity audits. Citigroup, Blackrock, Johnson & Johnson, JPMorgan Chase, Wells Fargo, Alphabet, and Apple are among the many companies that have conducted or committed to conduct independent racial equity audits. We urge AT&T to join them.

[1] https://www.salon.com/2021/04/27/as-big-corporations-strike-a-pose-for-racial-justice-they-keep-on-funding-the-police/

[2] https://www.brennancenter.org/our-work/research-reports/impact-voter-suppression-communities-color

[3] https://themarkup.org/still-loading/2022/10/19/dollars-to-megabits-you-may-be-paying-400-times-as-much-as-your-neighbor-for-internet-service

[4] https://www.aclu.org/news/privacy-technology/how-broadband-access-hinders-systemic-equality-and-deepens-the-digital-divide

[5] https://cwa-union.org/news/releases/cwa-members-spotlight-atts-pattern-of-discriminatory-behavior-in-memphis-protest

[6] https://www.commercialappeal.com/story/news/local/2019/12/17/at-t-noose-black-manager-discrimination-lawsuit/2667388001/

[7] https://www.nbc4i.com/news/investigates/former-top-att-employee-says-she-was-fired-after-reporting-racist-death-threat/

Resolution Details

Company:

AT&T Inc.

Year:

2023

Issue Area:

Inclusiveness

Focus Area:

Racial Justice

Status:

Vote

Vote Percentage:

21.50%

Resolution Text

RESOLVED: Shareholders urge the Board of Directors to commission a third-party, independent racial equity audit analyzing AT&T Inc.’s impacts on Black, Indigenous and People of Color (BIPOC) communities. Input from racial justice and civil rights organizations and employees, temporary vendors, and contractors should be considered in determining specific matters to be analyzed. A report on the audit, prepared at reasonable cost and omitting confidential and proprietary information, should be published on AT&T’s website.

WHEREAS: The harmful and often deadly impacts of systemic racism on BIPOC communities are a major focus of policymakers, media, and the public. AT&T has made investments in and statements of solidarity with communities of color. However, some of AT&T’s business practices suggest a racial equity audit could help mitigate reputational, regulatory, legal, and human capital risk.

AT&T’s commitment to racial justice has been called into question because of some of its practices. For instance, Salon noted that, “Corporations like AT&T, Target and Starbucks have embraced racial-justice rhetoric, while funneling money to police.” Salon cited AT&T’s support for police foundations and the National Sheriff’s Association as examples of this disconnect given growing evidence that many police departments demonstrate not only implicit bias but outright racism.1

AT&T also faced scrutiny over its support for candidates promoting voter suppression efforts, which disproportionately impact BIPOC populations.2 In addition, the Company also experienced negative coverage of its connections to One America News (OAN), a network that AT&T played a pivotal role in creating according to Reuters.3 OAN’s news anchors have been tied to white supremacist movements4 and have actively supported claims that the 2020 presidential election was stolen.5

Concerns have been raised about the delivery of AT&T’s internet services to communities of color. Research by The Markup found that AT&T frequently provides a significantly lower quality of service in predominantly BIPOC communities for the same cost as the much better service provided in predominantly white communities.6 Lack of access to reliable internet services can impact mobility related to education, employment, and banking. As the ACLU has observed, “Adults living without broadband face significant barriers in accessing employment, education, and other necessities.”7

AT&T has faced other controversies because of practices that disproportionately impact BIPOC communities, including a pending race discrimination lawsuit over retransmission practices,8 and a work stoppage related to its treatment of Black workers.9 Furthermore, AT&T has allegedly retaliated against employees who flagged issues of discrimination.10

Executives at peer companies have affirmed the usefulness of racial equity audits, as have civil rights organizations. A number of leading companies are committed to conducting civil rights and racial equity audits, including JPMorgan Chase, Wells Fargo, and Apple. We urge AT&T to join them.

1 https://www.salon.com/2021/04/27/as-big-corporations-strike-a-pose-for-racial-justice-they-keep-on-funding-the- police/
2 https://www.brennancenter.org/our-work/research-reports/impact-voter-suppression-communities-color
3 https://www.reuters.com/business/media-telecom/att-one-america-news-keep-ad-deal-even-after-directv-drops- network-2022-03-14/
4 https://www.splcenter.org/splc-investigation-far-right-oann-anchor-jack-posobiecs-rise-tied-white-supremacist- movement
5 https://www.reuters.com/investigates/special-report/usa-oneamerica-att/
6 https://themarkup.org/still-loading/2022/10/19/dollars-to-megabits-you-may-be-paying-400-times-as-much-as-your- neighbor-for-internet-service
7 https://www.aclu.org/news/privacy-technology/how-broadband-access-hinders-systemic-equality-and-deepens-the- digital-divide
8 https://www.wishtv.com/news/local-news/circle-city-broadcasting-files-racial-discrimination-suit-against-att/
9 https://cwa-union.org/news/releases/cwa-members-spotlight-atts-pattern-of-discriminatory-behavior-in-memphis- protest
10 https://www.commercialappeal.com/story/news/local/2019/12/17/at-t-noose-black-manager-discrimination- lawsuit/2667388001/

Right To Act By Written Consent

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