Publications

Web

Board Diversity Network: 2024 Fall Events Recap - Blog: RGE Report

opportunities. Use your networks: To join your first board, Lucena says, it is helpful to seek advice and feedback: run your resume and board bio by colleagues, mentors, and former professors, actively... View Details

April 2015 (Revised July 2015)
Case

Proxy Access at Whole Foods

By: Jay Lorsch and Emily McTague

Proxy access grants shareholders meeting certain ownership requirements the right to nominate directors for election to the board without going through a typical proxy contest. In August 2010 the SEC approved a rule granting proxy access for shareholders meeting... View Details

Keywords: Board Of Directors; Proxy Advisor; Shareholder Activism; Shareholder Voting; Shareholder Votes; Proxy Battle; Institutional Change; Institutional Investing; Business and Shareholder Relations; Food and Beverage Industry; North America

January–February 2022
Article

Mobilizing the U.S. Military’s TRICARE Program for Value-Based Care: A Report From the Defense Health Board

By: Robert S. Kaplan, Paul R. Schaettle, Vivian S. Lee, Michael D. Parkinson, Gregory H. Gorman and Michael-Anne Browne

The U.S. Military Health System spends about $50 billion annually through its TRICARE health plans to provide care to 9.6 million active duty service members, retirees, and their families. TRICARE, historically, has used the predominant U.S. fee-for-service payment... View Details

Keywords: Military Health System; Value-based Healthcare; Health Care and Treatment; United States

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Maggie Sanchez (MBA 1990) on Purpose-Driven Board Leadership - Blog: RGE Report

identified a few board members with whom she could build a relationship and invited them to coffee. “It’s not rocket science. You create coalitions and keep your balance because you’ll always get pushback.” Early on, she also did an View Details

March 2023
Teaching Note

Sustainability Reporting at Dollar Tree, Inc.

By: Suraj Srinivasan and Li-Kuan Ni

Teaching Note for HBS Case No. 122-044. The case discusses the ESG strategy of Dollar Tree Inc., a U.S. Fortune 500 company in the deep discount retail industry and the shareholder pressure faced by the company. In 2022, the company faced a shareholder resolution from... View Details

Keywords: ESG; Sustainability; Shareholder Activism; Dollar Tree; Sustainability Reporting; ESG Reporting; Board Of Directors; Shareholder Engagement; GHG; Environmental Accounting; Integrated Corporate Reporting; Trends; Communication; Announcements; Voting; Environmental Management; Climate Change; Environmental Sustainability; Values and Beliefs; Corporate Accountability; Corporate Disclosure; Corporate Governance; Governing Rules, Regulations, and Reforms; Policy; Reports; Business or Company Management; Risk Management; Corporate Social Responsibility and Impact; Outcome or Result; Strategic Planning; Business and Stakeholder Relations; Situation or Environment; Opportunities; Civil Society or Community; Social Issues; Public Opinion; Strategy; Adaptation; Alignment; Business Strategy; Corporate Strategy; Value Creation; Retail Industry; United States; Virginia

04 Apr 2022
What Do You Think?

As Disney Board Chair, What Would You Advise CEO Bob Chapek Regarding 'Don’t Say Gay'?

But Iger, who had stayed on until recently as executive chairman and chairman of the board after a “legendary” tenure as CEO, said publicly, “A crisis of this magnitude, and its impact on Disney, would necessarily result in my View Details

Keywords: by James Heskett

06 Sep 2016
News

The Solution That Doesn’t Get Discussed About How to Get More Women On Corporate Boards

skills (cyber security, technology, global, social media, modern HR practices, etc.) versus a long-standing board member with dated experience. This can help activate the difficult discussions about View Details

January 2014 (Revised January 2014)
Case

Showdown at Cracker Barrel

By: Suraj Srinivasan and Tim Gray

In the fall of 2011, activist investor, Sardar Biglari, has acquired nearly 10% ownership in the Cracker Barrel restaurant chain. He believes that the board and senior management have failed and the company has underperformed relative to its peers. When he is denied a... View Details

October 2021 (Revised May 2023)
Case

Engine No.1: An Impact Investing Firm Engages with ExxonMobil

By: Mark Kramer, Shawn Cole, Vikram S. Gandhi and T. Robert Zochowski

ExxonMobil, the world's fifth largest source of carbon emissions, remained committed to aggressively expanding its oil & gas business despite global warming. During the COVID pandemic this strategy resulted in massive losses as the price and demand for oil declined. ... View Details

Keywords: Carbon Emissions; Global Warming; Impact Investment Funds; Hedge Fund Activism; Leadership Development; Business Model; Renewable Energy; Resource Allocation; Decision Choices and Conditions; Governing and Advisory Boards

July 2015 (Revised March 2021)
Case

Proxy Contest at DuPont

By: Jay W. Lorsch and Emily McTague

On January 9, 2015, Nelson Peltz of Trian Fund Management launched a proxy fight for four out of the twelve seats on the DuPont board. The fund had previously published a public letter addressed to shareholders outlining its proposal to break the company into three... View Details

Keywords: Board Of Directors; Hedge Fund; Activist Investing; Activist Investors; Proxy Fight; Corporate Governance; Governing and Advisory Boards; Investment Activism; Chemical Industry; United States

June 2016
Article

Corporate Governance and Executive Compensation for Corporate Social Responsibility

By: Bryan Hong, Zhichuan (Frank) Li and Dylan B. Minor

We link the corporate governance literature in financial economics to the agency cost perspective of corporate social responsibility (CSR) to derive theoretical predictions about the relationship between corporate governance and the existence of executive compensation... View Details

Keywords: Corporate Social Responsibility; Incentives For CSR; Non-financial Performance Measures; Agency Costs; Board Independence; Institutional Holdings; Managerial Power; Motivation and Incentives; Corporate Social Responsibility and Impact; Executive Compensation; Corporate Governance

30 Mar 2015
Video

Mark Capaldini - Making A Difference

June 2002 (Revised January 2010)
Case

Delphi Corporation (A)

By: Jay W. Lorsch, Rakesh Khurana and Sonya Sanchez

The Delphi Corp.'s board of directors faces a transition as lead director Thomas Wyman approaches mandatory retirement. Chairman and CEO J.T. Battenberg reflects on Delphi's history and its successful reinvention by Wyman and Battenberg when it separated from its... View Details

Keywords: Corporate Governance; Governing and Advisory Boards; Leadership; Management Succession; Management Teams; Relationships; Corporate Strategy

Matt Kelly is the CEO of JBG SMITH and a member of the Board of Trustees. Prior to the formation of JBG SMITH, Mr. Kelly served as a Managing Partner of the JBG Companies and was co-head of JBG’s Investments Group and primarily responsible for... View Details

Trevor Fetter

Trevor Fetter is a Senior Lecturer and the Henry B. Arthur Fellow on the faculty of Harvard Business School. He teaches two MBA required courses: Leadership and Corporate Accountability, and Financial Reporting and Control. At HBS he has also taught a Short... View Details

21 May 2007
Research & Ideas

Fixing the Marketing-CEO Disconnect

In most companies, no one knows and understands your customers and their changing needs better than the marketing department. Certainly that knowledge should be routinely presented and understood by the chief executive and board of... View Details

Keywords: by Sean Silverthorne

October 2013 (Revised September 2014)
Case

The TELUS Share Conversion Proposal

By: Lucy White, Benjamin C. Esty and Lisa Mazzanti

On February 21, 2013, TELUS announced a proposal to convert the firm's non-voting shares into voting shares on a one-to-one basis, thereby eliminating the firm's dual class structure. Shareholders were scheduled to vote on the proposal at the firm's annual general... View Details