BofA, Wells can't block shareholder proposals on pay-gap data: SEC

The Securities and Exchange Commission has rejected attempts by Bank of America and Wells Fargo to block shareholder proposals calling on the banks to divulge their raw pay-gap data.

Consequently, shareholders will be able to vote on the proposals brought by the investment firm Arjuna Capital at those companies’ annual meetings this spring. Arjuna said Tuesday that the agency has yet to render a decision on a similar situation involving Mastercard.

“We are both encouraged by the SEC’s consistent position on gender pay equity, and discouraged that companies like Bank of America and Wells Fargo continue to take such a defensive posture,” Managing Partner Natasha Lamb said in a press release Tuesday. “Releasing median gender pay gap data creates a baseline from which to make improvements, and the research bears that out. We hope companies take a more proactive approach toward gender pay equity going forward.”

Earlier this month, Arjuna Capital announced it was filing 11 shareholder proposals with large tech and financial services companies, calling on those companies to disclose their median gender-based wage-gap data. Last year, the firm successfully pressured Bank of America, Citigroup and Wells Fargo into disclosing their adjusted pay-gap figures.

Equal-pay advocates say those adjusted figures, which account for factors like job title and geographic location, are too forgiving and fail to show the whole story.

The median pay-gap data would show the difference in pay between men and women across an organization, irrespective of their titles. Activists say this information is critical because it can indicate whether women are concentrated mainly in lower-paying jobs in a company or industry.

Citigroup voluntarily disclosed its own median pay-gap figures in January, revealing that women across the organization made 29% less than men.

Bank of America, Wells Fargo and Mastercard, however, moved to block Arjuna’s proposal, arguing that it amounted to shareholder micromanagement. The two banks also tried to argue that Arjuna’s proposal was not one proposal, but two. In its proposal, Arjuna also requested the companies report on their global median gender pay gaps, along with risks related to recruiting female talent. The banks said that risks related to recruiting and retaining talent were unrelated to gender pay equity, but the SEC disagreed.

Wells did not comment, and Bank of America said only that a recent study gave it a strong ranking on gender pay.

Arjuna also has filed this proposal with American Express, Bank of New York Mellon, JPMorgan Chase, Adobe, Amazon, Intel, Facebook and Google.