AllianzGI announces its vote against Stellantis’ remuneration report and the re-election of two non-executive Directors

08.04.2025 | Allianz Global Investors (AllianzGI), one of the world’s leading active investment managers, has announced today that it intends to cast its proxy vote against 3 items at Stellantis’s upcoming Annual General Meeting on 15 April. Those include item 2c., Stellantis’ remuneration report, and items 3a. and 3f. related to the re-election of two Non-Executive Directors as they are members of the Remuneration Committee.

The remuneration report of Stellantis CEO Carlos Tavares has faced notable dissent since the Fiat Chrysler and PSA merger, with opposition votes of 44% in 2021, 52% in 2022, 48% in 2023, and 30% in 2024. AllianzGI has consistently voted against the report, citing insufficient assurance of alignment between executive compensation and long-term company performance.

Despite engagement efforts, responses from Stellantis failed to alleviate concerns regarding the incentivisation mechanism. The pay package of €23.1 million for the former CEO proposed under the remuneration report appears overly generous, particularly given the lackluster operating performance and the circumstances surrounding the CEO's forced resignation. The impact of the profit warning on the variable pay is only reflected in the bonus (with a zero payout) but not in the other components of the variable pay which would still grant him a payout of €20.5 million. In particular, the Transformation Incentive and the Shareholder Return Incentive plans were a recurrent topic of our engagement calls – in our view, the related payments do not warrant our support. There are ongoing concerns about the Remuneration Committee's actions and oversight. Moreover, since the Chair won't stand for re-election, AllianzGI will vote against the re-election of two Non-Executive Directors, both of whom are also members of the Remuneration Committee.

Matt Christensen

Matt Christensen, Global Head of Sustainable and Impact Investing:
“Our decision to vote against Stellantis’ remuneration report and the re-election of the two members of the Remuneration Committee up for renewal reflects our commitment to ensuring that executive compensation is aligned with long-term company performance and stakeholder interests. We believe that the current pay package does not adequately address the concerns raised during our engagement efforts, and we urge the Remuneration Committee to act in the interest of shareholders while also taking sustainability into account.”

Earlier this year, AllianzGI published its annual analysis of how it voted at AGMs in 2024 around the globe, based on its participation in 8,879 (2023: 9,137) shareholder meetings and voting on around 90,000 shareholder and management proposals. AllianzGI voted against, withheld, or abstained from at least one agenda item at 72% (2023: 71%) of all meetings globally. The firm opposed 19% of capital-related proposals, 22% of director elections, and 41% of remuneration-related proposals, reflecting its high expectations for governance standards.

For further information please contact:

Sophie Niven
M: +44 7500 785667
Email: sophie.niven@allianzgi.com




About Allianz Global Investors:

Allianz Global Investors is a leading active asset manager with over 650 investment professionals in over 20 offices worldwide and managing EUR 571 billion in assets. We invest for the long term and seek to generate value for clients every step of the way. We do this by being active – in how we partner with clients and anticipate their changing needs, and build solutions based on capabilities across public and private markets. Our focus on protecting and enhancing our clients’ assets leads naturally to a commitment to sustainability to drive positive change. Our goal is to elevate the investment experience for clients, whatever their location or objectives.

Data as at 31 December 2024. Total assets under management are assets or securities portfolios, valued at current market value, for which Allianz Global Investors companies are responsible vis-á-vis clients for providing discretionary investment management decisions and portfolio management, either directly or via a sub-advisor (these include Allianz Global Investors assets which are now sub-advised by Voya IM since 25 July 2022). This excludes assets for which Allianz Global Investors companies are primarily responsible for administrative services only. Assets under management are managed on behalf of third parties as well as on behalf of the Allianz Group.

1 https://www.stellantis.com/en/investors/stock-and-shareholder-info/shareholder-meetings

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