Colgate-Palmolive Company | Interfaith Center on Corporate Responsibility

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<h4>Resolution Details</h4>
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<strong>Company:</strong>
<p>Colgate-Palmolive Company</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>Independent Board Chairs </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 adopt an enduring policy, and amend the governing documents as necessary in order that 2 separate people hold the office of the Chairman and the office of the CEO as soon as possible.</p>
<p><strong>SUPPORTING STATEMENT</strong>: </p>
<p dir=”ltr”>Selection of the Chairman of the Board the Board requires the separation of the offices of the Chairman of the Board and the Chief Executive Officer. <br> <br>The Chairman of the Board shall be an Independent Director. A Lead Director shall not be a substitute for an independent Board Chairman.<br> <br>The Board shall have the discretion to select an interim Chairman of the Board, who is not an Independent Director, to serve while the Board is seeking an Independent Chairman of the Board on an accelerated basis. This policy could be phased in when there is a contract renewal for our current CEO or for the next CEO transition although it is better to adopt it now.</p>
<p dir=”ltr”>An independent Board Chairman at all times improves corporate governance by bringing impartiality, objective oversight, and external expertise to board decisions, mitigating conflicts of interest, enhancing transparency, and boosting investor confidence. </p>
<p dir=”ltr”>This detached perspective allows the chairman to focus on shareholder interests, strengthen management accountability, and provide critical checks and balances, ultimately contributing to the Company’s long-term sustainability and credibility. </p>
<p dir=”ltr”>This may be a particularly good time to consider the merits of this proposal. There have been multiple 2025 news reports reflecting unfavorable aspects of Colgate-Palmolive Company’s performance. These reports focus primarily on lowered financial guidance, weaker-than-expected sales growth, and challenges in the consumer market. </p>
<p>In January 2025, Colgate-Palmolive issued a revised full-year forecast, projecting weaker annual sales and slower organic growth than previously expected. The company cited new tariffs as a significant factor affecting costs and financial projections.<br><br>Following the guidance cut in January 2025, Colgate-Palmolive shares fell. A more recent decline occurred in October 2025. Reports highlight that volume growth was impacted by weaker consumer demand and economic uncertainty. Net sales also decreased by 3% in the first quarter of 2025. <br><br>Colgate-Palmolive noted a persistently cautious consumer environment in North America, with inflation driving some consumers to switch from premium products to cheaper private-label brands. Colgate experienced a slowdown in category growth in the U.S. and other global markets, with its Europe business also seeing declining volumes.<br><br>Colgate-Palmolive is facing heightened competition. The company’s decision to exit the private-label pet nutrition business in 2025 will negatively impact short-term volume growth. <br> <br>In May, reports surfaced that Colgate-Palmolive will miss some of its 2025 sustainability goals, particularly the target to make all of its packaging recyclable, reusable, or compostable. In May 2025, news broke that distributors in the Indian state of Maharashtra had decided to suspend purchasing all Colgate-Palmolive products. </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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Resolution Text

Resolved, that the shareholders of Colgate Palmolive Co. hereby request the Company to prepare and semiannually update a report, which shall be presented to the pertinent board of directors committee and posted on the Company’s website, disclosing the Company’s:

(a) Policies and procedures for making electoral contributions and expenditures (direct and indirect) with corporate funds, including the board’s role (if any) in that process; and

(b) Monetary and non-monetary contributions or expenditures that could not be deducted as an “ordinary and necessary” business expense under section 162(e)(1)(B) of the Internal Revenue Code, including (but not limited to) contributions or expenditures on behalf of candidates, parties, and committees and entities organized and operating under section 501(c)(4) of the Internal Revenue Code, as well as the portion of any dues or payments made to any tax-exempt organization (such as a trade association) used for an expenditure or contribution that, if made directly by the Company, would not be deductible under section 162(e)(1)(B) of the Internal Revenue Code.

The report shall be made available within 12 months of the annual meeting and identify all recipients and the amount paid to each recipient from Company funds. This proposal does not encompass lobbying spending.

Supporting Statement

As long-term shareholders of Colgate, we support transparency and accountability in corporate electoral spending. We appreciate the Company’s decision publish a Political Spending policy that prohibits direct corporate contributions to Federal, state, and local candidates, and similarly restricts trade associations from using Colgate dues for political spending purposes.

Despite this progress, we believe that the amount of disclosure is insufficient because it does not address all direct and indirect corporate-funded election-related spending, particularly payments to 501(c)(4) social welfare organizations, payments to 527 groups, and payments to influence the outcome of ballot measures. We feel strongly that a company’s reputation, value, and bottom line can be adversely impacted by election spending conducted through such third parties.

The Conference Board’s 2021 “Under a Microscope” report details these risks, recommends the process suggested in this proposal, and warns “a new era of stakeholder scrutiny, social media, and political polarization has propelled corporate political activity—and the risks that come with it—into the spotlight. Political activity can pose increasingly significant risks for companies, including the perception that political contributions—and other forms of activity—are at odds with core company values.”

Information on indirect electoral spending cannot be obtained by shareholders unless the Company discloses it. This proposal asks the Company to disclose all of its electoral spending, direct and indirect. This would bring Colgate in line with a growing number of leading companies, including Coca-Cola Co., Conagra Brands Inc., and The Estée Lauder Companies Inc., which present this information on their websites.

Without knowing the recipients of our company’s political dollars we cannot sufficiently assess whether our company’s election-related spending aligns with its policies and core values. We urge your support for this critical governance reform.

Separate Chair & CEO

Resolution Details

Resolution Text