Icahn Enterprises Activist Presentation Deck

Made public by

Icahn Enterprises

sourced by PitchSend

42 of 70

Creator

icahn-enterprises

Category

Financial

Published

May 2022

Slides

Transcriptions

#1CAWS HIG Helping McDonald's Realize Its ESG Potential Investor Presentation May 2022 B#2DISCLAIMER Additional Information and Where to Find It; Participants in the Solicitation and Notice to Investors THE SOLICITATION DISCUSSED HEREIN RELATES TO THE SOLICITATION BY BARBERRY CORP. AND CARL C. ICAHN OF PROXIES FOR USE AT THE 2022 ANNUAL MEETING OF STOCKHOLDERS OF MCDONALD'S CORPORATION ("MCDONALD'S"). BARBERRY CORP. AND ITS AFFILIATES HAVE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AND MAILED TO THE STOCKHOLDERS OF MCDONALD'S A DEFINITIVE PROXY STATEMENT AND A GOLD PROXY CARD IN CONNECTION WITH THEIR SOLICITATION OF PROXIES FOR USE AT THE 2022 ANNUAL MEETING OF STOCKHOLDERS OF MCDONALD'S. STOCKHOLDERS OF MCDONALD'S ARE ADVISED TO READ THE PROXY STATEMENT AND RELATED MATERIALS CAREFULLY AND, IN THEIR ENTIRETY, BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING INFORMATION RELATED TO THE PARTICIPANTS IN SUCH PROXY SOLICITATION. COPIES OF THE DEFINITIVE PROXY STATEMENT AND GOLD PROXY CARD ARE AVAILABLE AT NO CHARGE AT THE SECURITIES AND EXCHANGE COMMISSION'S WEBSITE AT HTTP://WWW.SEC.GOV. INFORMATION RELATING TO THE PARTICIPANTS IN SUCH PROXY SOLICITATION IS CONTAINED IN THE SCHEDULE 14A FILED BY BARBERRY CORP. AND ITS AFFILIATES WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 21, 2022. EXCEPT AS OTHERWISE DISCLOSED IN THE SCHEDULE 14A, THE PARTICIPANTS HAVE NO INTEREST IN MCDONALD'S OTHER THAN THROUGH THE BENEFICIAL OWNERSHIP OF SHARES OF COMMON STOCK, $0.01 PAR VALUE PER SHARE, OF MCDONALD'S. Forward-Looking Statements Certain statements contained in this presentation are forward-looking statements including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties. Forward- looking statements are not guarantees of future performance or activities and are subject to many risks and uncertainties. Due to such risks and uncertainties, actual events or results or actual performance may differ materially from those reflected or contemplated in such forward-looking statements. Forward-looking statements can be identified by the use of the future tense or other forward-looking words such as "believe," "expect," "anticipate," "intend," "plan," "estimate," "should," "may," "will," "objective," "projection," "forecast," "management believes," "continue," "strategy," "position" or the negative of those terms or other variations of them or by comparable terminology. Important factors that could cause actual results to differ materially from the expectations set forth in this presentation include, among other things, the factors identified in the public filings of McDonald's. Such forward-looking statements should therefore be construed in light of such factors, and we are under no obligation, and expressly disclaim any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. NOTE REGARDING CAWS Barberry Corp., Carl C. Icahn, Leslie Samuelrich and Maisie Lucia Ganzler are the participants in this proxy solicitation. The participants are not members of a "group" (as such term is used in Rule 13d-5 of the Exchange Act of 1934, as amended) or otherwise acting in concert with any other person, including CAWS (The Coalition for Corporate Accountability of Animal Welfare and Sustainability). CAWS is not an entity but is an informal platform for increased awareness and information sharing regarding animal welfare and sustainability issues as well as a growing collective of like-minded individuals and entities that are working towards better accountability and progress in these crucial areas. CAWS 2#3TABLE OF CONTENTS I. Executive Summary II. The Problem: Broken Promises & Poor Oversight III. Our Solution: The Icahn Nominees IV. The Path Forward: A Superior ESG Framework V. Appendix CAWS 4 17 35 44 49 3#4Executive Summary#5WHY WE ARE HERE TODAY McDonald's' Board failed to deliver on a 10-year-old commitment made to Carl Icahn and other stakeholders to eliminate the usage of cruel gestation crates in its supply chain. This broken promise, as well as other supply chain and environmental, social and governance ("ESG") issues - such as egregious executive compensation - pose serious risks to the Company and indicate a pattern of failures in the Board's much-touted ESG efforts. We believe McDonald's needs independent directors who will drive the Company's commitments to ESG, including animal welfare, forward and protect shareholders' interests because the current Board has historically failed to do so. We hope McDonald's recognizes it has a profound opportunity to be a leader in ESG and sustainability matters in the food and restaurant industry. This campaign can be an inflection point for sweeping change and a moment for shareholders to back up ESG platitudes with real action. CAWS LO 5#6A HISTORY OF OUR ENGAGEMENT WITH MCDONALD'S The McDonald's Board has failed to assume accountability for its ESG failures Following HSUS and Mr. Icahn's urging, MCD pledges to end gestation crate use by 2022. CAWS Feb. 13, 2012 Early 2012 Mr. Icahn becomes aware of HSUS' efforts at MCD and requests that MCD announces plans to eliminate gestation crates from its supply chain. Nov. 9, 2021 MCD fails to deliver on its commitment to eliminate gestation crates from its supply chain by 2022. HSUS submits a shareholder proposal requesting confirmation that MCD would fulfill its 2022 commitment. Jan. 2022 Mr. Icahn and MCD have multiple discussions about the Company's 2012 commitment and the matters raised by HSUS. Jan. 12, 2022 Jan.-Feb. 2022 Mr. Icahn privately informs MCD of his intent to nominate two directors for election at the 2022 Annual Meeting. MCD issues a statement blaming "industry-wide challenges for farmers and producers, such as the COVID- 19 pandemic and global swine disease outbreaks." Feb. 20, 2022 Feb. 19, 2022 Mr. Icahn nominates two highly qualified and independent ESG experts to MCD's Board. March 2022 Mr. Icahn's nominees participate in interviews with MCD's Governance Committee. MCD informs Mr. Icahn it will not include either nominee as part of its slate. 6#7THE BOARD HAS TOLERATED UNCONSCIONABLE PRACTICES The McDonald's Board has failed to prioritize ESG and ensure the Company meets its stated commitments CAWS Allowing Continued Use of Gestation Crates Social Impact Failing to Meet Stated Commitments Governance The incumbent Board has a track record of: Failing to Effectively Oversee Its Supply Chain and Deflecting Blame Governance Manipulating Language Regarding Supply Chain Practices Governance Disregarding the Need for Better ESG Practices Governance Unconscionable Executive Compensation Relative to Front- Line Workers Labor Practices 7#8THE BOARD'S BRAZEN ATTEMPTS TO MISLEAD STAKEHOLDERS The incumbent Board is pushing a false narrative that does not include the elimination of gestation crates from its supply chain X X X MCDONALD'S' CLAIMS "McDonald's takes action toward ending gestation stall use" X "By the end of 2022, the Company expects to source 85% to 90% of its U.S. pork volumes from sows not housed in gestation crates during pregnancy" X "Despite industry-wide challenges [...], the Company expects 100% of its U.S. pork will come from sows housed in groups during pregnancy by the end of 2024" X "The Company sources only approximately 1% of U.S. pork production [...]" X "[...]it's noteworthy that Mr. Icahn has not publicly called on Viskase to adopt commitments similar to those of McDonald's 2012 commitment" "[...] sourcing from this niche market [...] would significantly increase those costs" "This presents a challenge of supply. What Mr. Icahn is demanding from McDonald's and other companies is completely unfeasible" CAWS İ THE REALITY: MCDONALD'S' MISLEADING LANGUAGE After initially committing to "ending" the use of gestation crates in its supply chains, McDonald's today permits the use of gestation stalls McDonald's allows sows to be housed in crates until they are confirmed to be pregnant, which can take up to six weeks of their 16-week pregnancy We believe McDonald's is underestimating its significant influence over U.S. pork suppliers and can take a meaningful stand on this industry issue if it really cared to While McDonald's would like stakeholders to believe it is merely two years behind on its goal, it has completely changed its goal from the elimination of gestation crates to reducing the amount of time sows are housed in gestation crates Viskase does not buy or process any meat or poultry products and has no control over the treatment of livestock in the food supply chain unlike McDonald's, which purchases nearly 300 million pounds of pork each year in the U.S. alone The truth is McDonald's had 10 years to act and produce a sustainable solution, which does not include putting a strain on customers' wallets 4% of the U.S. pork industry is already in compliance with Proposition 12's gestation crate-free requirements and producers like Hormel, Tyson, Seaboard Perdue have all publicly stated they can provide compliant pork, which proves how our request can be accomplished at scale over time 8#9MCDONALD'S HAS ULTIMATELY FAILED STAKEHOLDERS ON ESG McDonald's claims to be a leader on a wide range of ESG issues yet ratings say otherwise McDonald's is receiving poor scores for the ESG factors that are most important in its industry: CAWS Food Quality & Safety ESG Products & Innovation Climate Impact & Risk Labor Practices Animal Welfare ESG Laggard D McDonald's received the lowest score possible on the Good Food Institute (GFI) 2019 Scorecard (GFI) Average ISS score for relevant ESG products & innovation criteria D+ C D+ MSCI rating for McDonald's in product quality and safety (MSCI) Average ISS score for releva food quality & safety criteria ESG Laggard D CDP 2021 Climate Change Score (CDP) Average ISS score for relevant climate risk criteria MSCI rating for McDonald's in labor management (MSCI) Average ISS score for relevant labor practices criteria McDonald's was one of the only companies to fall down a BBFAW tier from 2012-2021 (BBFAW) HSUS 2020 Food Industry Grade (HSUS) F Average ISS score for relevant animal welfare criteria McDonald's' recent behavior validates our belief that the Board must be held accountable to meet its prior commitments and provide transparency regarding its business practices. 9#10SYNTHESIZING OUR ESG PRIORITIES ASSESSMENT ESG Theme Product & Life Cycle Impacts Social Impact Human Capital Governance eholders to external stakehol CAWS Importance Top 15 Most Important ESG Factors for McDonald's' Industry Food Quality & Safety ESG Products & Innovation Supply Chain Mgmt. & Sourcing GHG Management (Life Cycle) Ecological Impacts (Life Cycle) Governance of "ESG" Labor Practices Energy & Facility Management Animal Welfare Packaging & Food Waste Mgmt. Nutritional Content Climate Risk Business Ethics Employee Engagement & Dvlpmnt. Diversity, Equity, & Inclusion FROM A MATERIALITY Protein Governance Diversification of ESG / ====== & Product Ethics Innovation Welfare Food Grouped into Six Priority Categories Animal Quality & Nutrition Climate Impact & Strategy Labor Practices (1) Note: Methodology to determine materiality and importance to external stakeholders considers ESG ratings methodologies, frameworks, and standards for McDonald's industry, including SASB, TCFD, ISS, MSCI, Sustainalytics, and FAIRR. While each input has a distinct methodology, criteria and their weighting was aggregated by ESG factor to show the overall importance across all inputs to inform which ESG factors are most important for McDonald's. 10#11WHAT WE ARE CALLING FOR Despite McDonald's' hollow attempts to miscast some of our "demands," the reality is our asks are completely reasonable and can help the Board restore its broken credibility with shareholders 1. Replace two directors with our nominees to help McDonald's' Board more effectively oversee animal welfare and ESG 2. Oversee the implementation of an enhanced ESG framework to ensure the Company's potential is fulfilled in additional ESG areas such as: CAWS Food Quality & Nutrition Supply Chain Management Protein Diversification & Product Innovation Climate Impact & Strategy 11#12OUR ALIGNED & EXPERIENCED NOMINEES CAN HELP MCDONALD'S Our independent and highly qualified nominees can help drive the Company's commitments to animal welfare and ESG matters Maisie Ganzler Two Decades of Restaurant & Food Industry Experience Deep knowledge of the industry's supply chain workings, sourcing and procurement methods CAWS Animal Welfare Expertise Significant expertise in labor, animal welfare, sustainability and procurement matters - leading Bon Appetit Management Company's efforts to eliminate gestation crates in its own supply chain ✓ Relevant Board Experience Director of Air Protein, board member of Equitable Food Initiative and former board member of FoodWhat Bon Appetit Management Company Leslie Samuelrich ✓ 25+ Years of Responsible Investing Experience Leads sustainable investing strategy, business development and shareholder advocacy ✓ Corporate Accountability Expertise Valuable experience advising organizations on impact investing, corporate accountability and food insecurity Relevant Board Experience Director of US SIF: The Forum for Sustainable and Responsible Investment and advisory board member of the Intentional Endowments Network Green Century Capital Management 12#13WHY WE ARE SEEKING TO REMOVE MS. PENROSE AND MR. LENNY We believe McDonald's needs new directors on the Sustainability and Corporate Responsibility Committee who possess the requisite backgrounds to objectively analyze the Company's historical ESG performance and help develop a credible go-forward strategy X X Sheila Penrose As Chair of McDonald's' SCR Committee since 2016, we contend much of the Company's ESG failings and disclosure issues fall on Ms. Penrose's shoulders While McDonald's may tout her credentials as an advocate on other ESG issues including supporting women in corporate America - we believe Ms. Penrose has been unable to effectively oversee McDonald's' specific ESG efforts and ensure that the Company meets its stated commitments, adequately communicates KPIs and other progress indicators and meaningfully engages with relevant stakeholders - X We believe Ms. Penrose's disappointing record as Chair of the SCR Committee and lack of relevant animal welfare, supply chain and labor practices expertise warrant her removal from the Board and SCR Committee CAWS X Richard Lenny As CEO of The Hershey Company ("Hershey"), Mr. Lenny oversaw the company's failure to stop using cocoa harvested by child labor despite its stated commitment to do so X We contend Mr. Lenny's track record at Hershey, where the company missed deadlines related to its cocoa supply chain goal and later redefined its original promise through an industry trade group, is markedly similar to McDonald's record on gestation crates X It is only since Mr. Lenny departed Hershey in 2007 that the company has made meaningful progress on ESG, including producing public CSR reports and joining the Dow Jones World and North America Sustainability Indices - which McDonald's has fallen off of X Shareholders launched a "Vote No" campaign against Mr. Lenny last year due to his failings as Chair of the Compensation Committee X We believe Mr. Lenny's concerning track record on ESG and lack of relevant sustainability and animal welfare expertise warrant his removal from the Board and SCR Committee 13#14MCDONALD'S' SCR COMMITTEE LACKS SUSTAINABILITY SKILLS AND EXPERIENCE Our independent and highly qualified nominees have the right skills and experience to help the Board hold McDonald's accountable and establish realistic targets, verify progress and meet stated ESG commitments INDIVIDUAL Margaret Georgiadis+ Richard Lenny+ Sheila Penrose+ Paul Walsh* Maisie Ganzler Leslie Samuelrich Energy Management CAWS +Member of McDonald's' SCR Committee RELEVANT SASB CRITERIA Customer Welfare Water/ Wastewater Management Product Quality & Safety Labor Practices Supply Chain Management ADDITIONAL IMPORTANT EXPERIENCE ESG & Sustainability Disclosures Corporate Animal Food Accountability Welfare Industry >/> 14#15ESG IMPROVEMENT AREAS FOR MCDONALD'S In addition to suggesting that the Board commence an overall review of the Company's ESG practices, we want to work with our fellow directors to enhance governance and facilitate prompt ESG improvements, including: Improved Animal Welfare Standards CAWS Social Impact Meaningful Engagement with Stakeholders Governance Effective Oversight of Supply Chains Product & Lifecycle Impacts Continued Exploration of Better ESG Practices Governance Improved Transparency & Disclosure on ESG Governance Closure of the Wage Gap Human Capital Our nominees are committed to protecting McDonald's' stakeholders from risks stemming from ESG failures and intend to curb current injustices surrounding the wage gap, animal cruelty and environmental degradation. 15#16THE PATH FORWARD: A SUPERIOR ESG FRAMEWORK An ESG framework that focuses on advancing capabilities for McDonald's' key ESG factors will help the Company rebuild trust with shareholders, customers and employees Animal Welfare Integrate binding, contractual terms for suppliers that align with best- in-class animal welfare targets and objectives Clearly define a management position with responsibility for farm animal welfare on a day-to-day basis and Board/senior management oversight Advance measures to promote animal welfare standards, including training and supplier programs Develop clear, consistent, global indicators for all significant protein sources, including KPIs tied to commitments, protein source consumption data, etc. Disclose year-over-year progress for all indicators in a centralized report, with discussion and rationale for poor and positive trends Fulfill commitment to phase out the routine use of medically important antibiotics in the Company's beef supply CAWS Protein Diversification & Product Innovation Incorporate time- bound goals for protein diversification in business strategy and enterprise risk management Disclose goals, action plans and KPIs to demonstrate progress Climate Impact & Strategy Strengthen incorporation of risk from animal farming and feed production in TCFD analysis Verify scope 1, 2 and 3 emissions through third-party assurance Report year-over- year progress in centralized report Food Quality & Nutrition Receive/disclose third-party certification of food safety management system Increase transparency on recalls and incidents Expand health and safety targets and initiatives beyond Happy Meals® 16#17The Problem: Broken Promises & Poor Oversight#18MCDONALD'S FAILED TO MAKE GOOD ON ITS 10-YEAR PROMISE The Board has impugned its credibility on ESG by failing to deliver on its commitment to eliminate the usage of cruel gestation crates in its supply chain McDonald's CAWS McDon old Me T SOCIAL RESPONSIBILITY REPORT We Are Committed: - To doing what is right - To being a good neighbor and partner in your community To conducting our business with the environment in mind 2002 McDonald's states it plans to explore "sow housing alternatives" M February 13, 2012 McDonald's Takes Action Toward Ending Gestation Stall Use; Humane Society of the United States Supports Effort 2012 McDonald's pledges to eliminate gestation crates from its supply chain by 2022 McDonald's M RANK: #38 SCORE: -8.57% GRADE: F Despite some strides, McDonald's is underperforming In 2015, McDonald's grmined to switch to 100% cage-free eggs by 2025. Today, McDonald's that 33% of its supply is cage free. This is loadable progress. Additionally, McDonald's has a cito wwitch to controlled atmosphere slaughter for chickens in its poultry supply chain by 2024, which is also a positive step However, on other animal welfare seas, the company is dramatically underperforming First, other than the above mentioned slaughter commitment, McDonald's lacks any other policies to meaningfully reform animal welfare in its poultry supply chain. (While McDonald's writes much about the welfare of broiler chickens, its language lacks the specifics needed for the Humane Society of the United States to consider it meaningful. This is why the HSUS created the website La Mol.com) Also troubling is McDonald's recond on the issue of gestation crate confinement. In February 2012, McDonald's to eliminate pig gestation crates from its pork supply chain "McDonald's wants to see the end of so confinement in gestation stalls in our supply chain," said the company. A few months later, McDonald's gifts goal of "ending" gestation crate use, stating that objective would be accomplished. by 2022. It additionally promised that as an interim step," by 2017, McDonald's would source pork only from producers who share its commitment to phase out gestation stalls." However, no major U.S. pork producers have disclosed plans to eliminate gestation crates from their operations While some, like Smithfield Foods, have dramatically reduced their use of gestation crates, the minge confining money in 2017-2021 McDonald's is pressed by stakeholders, including HSUS, on its purported progress but ails to provide meaningful, transparent updates By the end of 2022, the Company expects to source 85% to 90% of its U.S. pork volumes from sows not housed in gestation crates during pregnancy. Despite industry-wide challenges for farmer and producers, such as the COVID-19 pandemic and global swine disease outbreaks, the Company expects 100% of its U.S. pork will come from sows housed in groups during pregnancy by the end of 2024. For more information on McDonald's commitments, please visit our Animal Health & Welfare page. 2022 After failing to meet its 2012 pledge, McDonald's issues false and misleading information regarding the use of gestation crates in its supply chain 18#19THE BOARD'S ATTEMPTS TO SHIFT BLAME FALL FLAT Rather than assume accountability for its failings on this important issue, the Board has hidden behind excuses M February 20, 2022 McDonald's Board of Directors Issues Statem in Response to Carl Company is on track to achieve indu sourcing U.S. pork from confirm in gestation crates by 2024 ding goal of t sows not housed By the end of 2022 volumes fro mpany expects to source 85% to 90% of its U.S. pork ot housed in gestation crates during pregnancy. Despite industry- de hallenges for farmer and producers, such as the COVID-19 pandemic and global swine disease outbreaks, the Company expects 100% of its U.S. pork will come from sows housed in groups during pregnancy by the end of 2024. For more information on McDonald's commitments, please visit our Animal Health & Welfare page. CAWS UNACCEPTABLE In what we perceive to be poor excuses for nonperformance, McDonald's has blamed "industry-wide challenges for farmers and producers, such as the COVID-19 pandemic and global swine disease outbreaks" for its failure to make good on its commitment to end gestation crate use We believe that McDonald's should have been prioritizing and advancing on this issue well before these challenges arose McDonald's should not blame recent headwinds as the reason it has failed to honor the important pledge made over a decade ago At this year's Annual Meeting, shareholders can send the McDonald's Board a message and hold it accountable to end inhumane animal treatment in its supply chain once and for all. 19#20MCDONALD'S TRAILS PEERS ON TOP ESG ISSUES Under the incumbent Board, McDonald's is a laggard - not a leader - on ESG compared to its peers Stakeholder Priority Animal Welfare Protein Diversification & Product Innovation Climate Impact & Strategy Food Quality & Nutrition CAWS M Gap Gap Gap Gap rbi Peer ESG Capability¹ Spectrum Weak Weak Weak Weak Yum! rbi rbi M M PEPSICO Yum! rbi M Yum! Moderate Moderate Moderate CHIPOTLE Moderate Ⓡ CHIPOTLE PEPSICO CHIPOTLE Strong CHIPOTLE PEPSICO Unilever Strong Unilever Unilever Strong Yum! Strong Unilever PEPSICO (1) Note: Capabilities were classified against public ESG disclosures (qualitative, metrics, and goals) across all relevant criteria for SASB, TCFD, ISS, MSCI, Sustainalytics, FAIRR, and BBFAW. Capabilities were evaluated as strong (all criteria met), moderate (some criteria met), weak (vague information or limited scope), or gap (no/limited disclosure) and averaged for ESG issue. 20#21MCDONALD'S LAGS ON ESG COMPARED TO PROXY PEER GROUP McDonald's' proxy peers are significantly ahead of the Company on numerous relevant sustainability metrics 9 8 7 6 5 4 3 2 1 0 Majority of MCD peers have a stronger MSCI score CCC CAWS Distribution of MSCI Scores in MCD Proxy Peers MCD B BB BBB A AA AAA 4 3 2 1 0 Majority of MCD peers have a stronger Sustainalytics score 12 Distribution of Sustainalytics Scores in MCD Proxy Peers Low risk MCD Sustainalytics Risk Rating Medium risk 35 High risk McDonald's has the lowest CDP Climate Change score out of all its peers Distribution of CDP 2021 Climate Change Scores in MCD Proxy Peers 12 10 8 6 4 2 0 C MCD B- 1₁. A- B A 21#22THE BOARD BEARS RESPONSIBILITY FOR POOR OVERSIGHT The Board has failed to effectively oversee the Company's ESG and sustainability efforts, resulting in poor disclosures and little meaningful progress Animal Welfare McDonald's is missing key indicators for all material protein sources for business and antibiotic use McDonald's lacks welfare indicators for the most significant animal protein sources for its business (beef and dairy) Of the indicators McDonald's does report, clarity on scope and progress is unclear McDonald's lacks clear supply chain management practices, including contractual obligations for animal welfare standards and transparency around audits and risk assessments CAWS ● Protein Diversification & Product Innovation McDonald's lacks meaningful product diversification, including alternative proteins While McDonald's is exploring/testing the McPlant Burger, the Company has failed to disclose goals, targets and progress on these initiatives not McDonald's has acknowledged the material business impact of protein diversification and fails to recognize the vulnerability of animal agriculture in climate scenarios Climate Impact & Strategy McDonald's has failed to have scope 1, 2 and 3 emissions audited by a third-party, despite this being an industry norm McDonald's received a C rating on the CDP 2021 Climate Questionnaire, the lowest response of all benchmarked peers Due to lack in consistency of GHG emissions inventories, there is no clear progress on McDonald's GHG emission targets and goals Food Quality & Nutrition McDonald's lacks third-party certification for its food safety management system The Company also lacks transparency on compliance with safety inspections, recalls and other quality incidents While McDonald's has set nutrition-related targets, progress is unclear and KPIs lack clarity 22#23THE BOARD HAS TOLERATED UNCONSCIONABLE PRACTICES The McDonald's Board has failed to prioritize ESG and ensure the Company meets its stated commitments CAWS Allowing Continued Use of Gestation Crates Social Impact Failing to Meet Stated Commitments Governance The incumbent Board has a track record of: Failing to Effectively Oversee Its Supply Chain and Deflecting Blame Governance Manipulating Language Regarding Supply Chain Practices Governance Disregarding the Need for Better ESG Practices Governance Unconscionable Executive Compensation Relative to Front- Line Workers Labor Practices 23#24THE BOARD IS DRAGGING ITS FEET ON ANIMAL WELFARE The Company has labeled our reasonable request to eliminate gestation crates "completely unfeasible" - but the truth is many leading suppliers have already adapted to be in compliance with Proposition 12 CAWS Hatfield plans to offer a variety of pork products across our portfolio of bacon, marinated, and fresh pork items that meet the "Prop 12" and "Question 3” statutory requirements. Sows will be housed in pens that allow them to get up and turn around freely at all times, and have 24+ sq. ft. of usable floor space per sow. Hatfield Website 99 As we look at Prop 12, yeah, it's about 4% of total production. That's not significant for us today. Tyson is currently aligning incentivizing suppliers where appropriate. We can do multiple programs simultaneously, including Prop 12. Tyson Foods Q3 2021 Earnings Transcript, Aug. 9, 2021 99 66 Hormel Foods has assessed Proposition 12 and, while it is still awaiting final clarity on specific details and rules, the company is preparing to fully comply when the law goes into effect on January 1, 2022. The company's Applegate portfolio of products already complies with Proposition 12. Hormel Foods Statement, Oct. 6, 2020 99 Seaboard said it is converting some farms to comply with the law and expects to have pork for sale to California this year that complies with Proposition 12. Reuters report on Seaboard Foods, Feb. 8, 2022 99 24#25MCDONALD'S' PEERS ARE PRIORITIZING ANIMAL WELFARE With qualified and independent directors in the boardroom, McDonald's can source from top suppliers and fulfill its promises to stakeholders by joining leading companies like Chipotle at the forefront of the ESG movement "McDonald's is using our size and global reach to improve animal health and welfare in the McDonald's supply chain and ensure we source chicken, eggs, beef and pork from producers who share our commitments" - McDonald's' Website Supplier Tyson Foods Marfrig Global Foods Cranswick New Hope Liuhe Fujian Sunner Dvlpmt. Great Wall Enterprise Cherkizovo Group Nippon Suisan Kaisha CAWS BBFAW Tier Tier 4 Tier 2 Tier 2 Tier 6 Tier 6 FAIRR Risk Rating Animal Overall Overall Welfare Rank /60 Risk Med 10 Medium Med Low High High High High High 5 15 54 60 33 53 36 Low Medium High High High High High MCDONALD'S CHOOSES TO USE "HIGH-RISK” SUPPLIERS ▪ Most of MCD's protein suppliers have a "high risk" rating from FAIRR ▪ At least two suppliers are in the lowest BBFAW Tier ■ Nearly 40% of MCD's suppliers were ranked as one of the top 10 worst performing protein producers according to FAIRR's ranking and supplier provided information CHIPOTLE Chipotle has successfully eliminated the use of gestation crates throughout its global supply chain through genuine industry leadership and progressive policies, including taking pork off the menu when a material supplier failed to comply (NPR) BBFAW Impact Rating C D E E F F Brand Nestle Unilever Chipotle Yum! RBI McDonald's McDonald's has the lowest score possible on the BBFAW Impact Rating, which evaluates how companies demonstrate progress on animal welfare impact BBFAW analyzed welfare improvement across 57 food companies that have been continuously assessed by BBFAW since 2012 ➤ The study found that 72% of the food companies have showed improvement in animal welfare (moving up at least one tier) However, McDonald's was one of only two companies (4%) that showed worsening practices in the 10-year period 25#26THE BOARD SHOULD EMBRACE IMPROVED ANIMAL WELFARE We believe McDonald's has an opportunity to join its peers by prioritizing improved animal welfare in its supply chain and enhanced transparency with stakeholders EXAMPLES OF IMPROVED TRANSPARENCY & OPEN-MINDEDNESS Chipotle has successfully eliminated the use of gestation crates throughout its global supply chain through genuine industry leadership and progressive policies, including temporarily removing pork from its menu when a material supplier failed to comply MEXIC WHO ૧૧૫૪૭ Denny's aramark CAWS Although Denny's is still working to eliminate gestation crates from its supply chain, the company is very transparent with stakeholders on its plan, its progress to date, its terminology and its commitment to reaching its goal to eliminate gestation crates and use pork from suppliers that don't house sows in gestation stalls While Aramark has also experienced challenges in meeting its gestation crate elimination goal, the company is working with suppliers to fully eliminate all confinement of pigs in gestation crates, is transparent about the meaning of "group-housed operations" and is committed to making its supply chain completely free of gestation crates MCDONALD'S' OPPORTUNITY Mthat its current ESG framework is inferior to many companies McDonald's claims to already be a leader on ESG, but the reality is the restaurant and food industry We believe McDonald's needs to set verifiable targets for improved MESG objectives in areas where the Company currently exhibits grave shortfalls, including animal welfare M 3 With the Icahn nominees in the boardroom, the Board can improve McDonald's' governance, provide much-needed oversight and drive the Company's commitments to animal welfare forward At this year's Annual Meeting, shareholders have an opportunity to elect directors with relevant ESG experience and qualifications and position McDonald's as an actual leader in ESG matters, including animal welfare 26#27THE BOARD IS USING PRICING CONCERNS AS AN EXCUSE While it will cost the Company near-term capital to eliminate gestation crates, we believe the move will deliver business and financial benefits over the long-term ● ● McDonald's cites customer price increases as a reason for its stagnation on the elimination of gestation crates The truth is McDonald's had 10 years to act and produce a sustainable solution, which does not include putting a strain on customers' wallets For example, Whole Foods has acted early on this issue and does not expect its customers to experience prices increases as its suppliers are already compliant with Proposition 12 (San Francisco Chronicle) In the near-term, we doubt that McDonald's' customers will abandon the Company if it takes this important step toward better animal welfare O As demonstrated by the Company's 3.5% increase in comparable U.S. sales in Q1 2022, strategic price increases do not always result in the loss of customers and/or sales In the long-term, the decision to eliminate gestation crates could have a positive financial impact: a 2011 economic comparison in Canada found that costs for construction of group housing that allowed for more space per sow were 4% cheaper than conventional gestation crate housing (Well Being International) Rather than waste $16 million of shareholder capital on this costly proxy contest, we contend McDonald's should allocate that capital toward responsible, ethical sourcing and other important sustainability and ESG areas. CAWS 27#28THE BOARD MUST BE HELD ACCOUNTABLE FOR INSUFFICIENT DISCLOSURES Animal welfare experts believe McDonald's has deceived shareholders and consumers about its animal confinement policies ● On April 22, 2022, HSUS filed a complaint with the SEC to investigate and hold McDonald's accountable for deceiving the public about its animal confinement policies McDonald's' 2022 proxy statement said that by the end of 2022, it expects 85% to 90% of its pork in the U.S. to be sourced "from sows not housed in gestation crates during pregnancy" The HSUS has challenged that claim, arguing that McDonald's' same proxy filing confirms that pigs are still kept in such cages for up to six weeks of their pregnancies CAWS Bloomberg McDonald's Targeted in Humane Society Complaint to SEC Over Pig Crating Group urges probe over crating of pigs by McDonald's suppliers ■ Chain says 100% crate-free sourcin A Humane World Kitty Block's Blog McDonald's Photographer Luke Sharrett/Bloomberg About Kitty Categories Archives Contact Subscribe We're calling for SEC action over McDonald's deception as the company confirms cruel crate confinement Apeli 22, 2022 Comments McDonald's to US park suppliers p 16-k pregnancy cycle Aumock.com f Today, the Humane Society of the United States is calling on the U.S. Securities and Farhance 190 Search About Kitty Block email address We contend McDonald's has misrepresented the facts regarding its gestation crate policies and practices in its corporate communications. THUMANE S E SOCIETY Subscribe to the Blog POPULAR Kitty Block is Presidere and CEO of the Humane Society of the United States and CEO of Humane Society International, the international affiliate of the HSUS Read More>> Send only the weekly digest RSS Feed Donate ARCHIVES Submit Tell a Friend Undercover investigation exposes the horrors of animal testing-and more than 80 dogs who need our help Arizona becomes the latest state to ban the sale and production of eggs from caged chickens One month into war, our al relief effort expands 28#29THE BOARD HAS FAILED TO DIVERSIFY PROTEIN SOURCES Under the incumbent Board, McDonald's remains wed to its meat-based strategy despite a growing plant-based foods market ● "The Company is prioritizing chicken and beef offerings, as we expect they represent the largest growth opportunities" - MCD Annual Report 40% of McDonald's' net sales are from products are based on ruminant red meat (Source: ISS ESG Report), and the Company has no public commitment to expanding plant-based options Plant-based foods are not mentioned once in McDonald's' entire climate strategy (CDP Climate Questionnaire) With just one alternative meat option still only in testing, the Company is far behind industry trends and fails to grasp the necessity of meaningfully diversifying its product line to capture consumer trends, mitigate risks and reduce its global impact CAWS GFI Score (0-10) 9.25 9 8 7 6.5 0 Brand Panera Chipotle Starbucks Taco Bell Hardee's McDonald's McDonald's has the lowest score possible on the Good Food Institute's ("GFI") 2019 Scorecard, which evaluates how companies promote and increase offerings of plant- based dishes to appeal to mainstream diners The U.K. continues to be one of our strongest performing markets. In the first quarter performance in the U.K. was fueled by sustained digital momentum and strong menu initiatives like the national rollout of McPlant and the extremely successful Chicken Big Mac promotion. 99 Source: McDonald's Q1 2022 earnings call transcript (4/28/22). Bloomberg McDonald's Pours Cold Water on Report That Its McPlant Burger Is Expanding and all urs guiden McPlant By Leslie Patton April 27, 2022, 2:52 PM EDT Updated on April 27, 2022, 3:48 PM EDT Beyond Meat Inc. pared gains after McDonald's Corp. disputed a report that it plans to keep the McPlant burger as a permanent menu item. The fast-food chain said Wednesday that it has no new plans to announce with Beyond Meat. Shares of the plant-based protein. company had soared earlier in the afternoon after a Fast Company report cited a McDonald's executive as saying the McPlant was sticking around in the U.S. and would be augmented by other Beyond Meat products. Source: Bloomberg article dated 4/27/22 On April 27, 2022, McDonald's swiftly shut down reports that it planned to permanently keep the McPlant burger on its menu in the U.S. Even as consumers express support for plant-based alternative food options, McDonald's has refused to adapt On the Company's Q1 2022 earnings call, CEO Chris Kempczinski even professed that McPlant sales helped grow McDonald's' U.K. sales We believe this is yet another example of McDonald's' leadership's unwillingness to embrace and act on stakeholder feedback. 29#30THE BOARD HAS AN OPPORTUNITY TO HELP MCDONALD'S PIVOT AWAY FROM ITS BEEF-CENTRIC MENU Under the incumbent Board, McDonald's remains wed to its meat-based strategy despite a growing plant-based foods market, which is now over $40 billion worldwide "Diversifying product portfolios to include both animal and alternative protein sources presents the biggest opportunity to mitigate operational risks while building agility to respond to market and technological disruptions" - FAIRR $280,400 $ PER KG 2013 2014 CAWS Production cost reduction of cultivated meat and seafood 2015 2016 2017 2018 Cultivated seafood Cultivated meat $5.000 $112 2019 $68 2020 $50 $36 $18 2021 2022 9 The plant-based food market experienced a percent growth between 2019 and 2020. (Source: Euromonitor International: Health and Nutrition Survey 2021) Bloomberg Intelligence report predicts the global- market for plant-based protein sources may increase five-fold by 2030. (Source) A More than half of all Americans (55%) say they are willing to eat more plant-based meat alternatives and roughly one in four Americans (27%) say they have rewarded food companies that are taking steps to reduce their impact on the environment by buying their products at least once in the last 12 months (Yale Program on Climate Communication) Demographic Group Male Female 20-34 35-49 50+ Mexican American Other Hispanic Non-Hispanic White Non-Hispanic Black Other Race & Multi-Racial Gender Age Beef Consumption in the U.S. Diet (2003-2018) Race % Change -44.2 -44.2 -50.1 -43.1 -38.4 -43.4 -29.7 -43.8 -53.1 -40.8 Source: Bassi et al The U.S is the No. 1 global consumer of beef, but Americans are now drastically cutting beef out of their diets across all genders, ages, income groups and races/ethnicities U.S. beef consumption has fallen by 40% in just 15 years ■ Further reduction is still needed: beef consumption in the U.S. must fall by an additional 66% to align with the Paris Climate agreement and stay within global limits set by the UN EAT- Lancet Commission 30#31THE BOARD IS FAILING TO MANAGE CLIMATE IMPACT & RISKS IN MCDONALD'S' SUPPLY CHAIN McDonald's has climate impacts that can no longer be ignored Five commodities are responsible for more than 75% of the GHG footprint of the U.S. diet: Beef, milk & dairy, pork, chicken and eggs. Beef alone is responsible for over 50% of the GHGS in the diet - and McDonald's is the No. 1 buyer of beef in the world. (Source: Bassi et al) ➤ For over 10 years, MCD has "claimed" to address its environmental impact through empty promises, inconsistent data and scope boundaries, and limited visibility on KPIs and year-over-year progress... all while its emissions continue to rise (Source: Bloomberg) CAWS Sources of Global GHG Emissions American Airlines U.S. Steel U.S. Cement Production BP Norway McDonald's Source: CDP & Bloomberg 0 10 20 40 CO2e (Million Metric Tons) 30 50 60 McDonald's' supply chain has grave risks from climate change scenarios Nearly 40% of growing areas across key global crops (maize, rice, wheat and soybean) are showing yields rates that either stagnate or are collapsing (Ray et al) 1 kg of beef Requires: 8 kg of feed grain "For the top four maize-exporting countries, which account for 87% of global maize exports, the probability that they have simultaneous production losses greater than 10% in any given year is presently virtually zero, but it increases to 7% under 2 °C warming and 86% under 4 °C warming" (Tigchelaar et al) "For the three most important grain crops- wheat, rice, and maize-yield lost to insects will increase by 10 to 25% per degree Celsius of warming" (Deutsch et al) McDonald's has failed to quantify financial implications from a product dependent on at- risk feed grains in its climate risk disclosures McDonald's' supply chain is both dependent on a stable climate while also significantly contributing to the very GHGs that drive impacts, furthering its own precarity. 31#32THE BOARD APPROVED EGREGIOUS EXECUTIVE COMPENSATION We believe the Board has allowed an unacceptable pay gap to persist between McDonald's' Chief Executive Officer and the average pay of a front-line employee CAWS $21,000,000 $18,000,000 $15,000,000 $12,000,000 $9,000,000 $6,000,000 $3,000,000 $0 Total CEO Compensation vs. Average Employee Compensation in 2021 $20,028,132 Total CEO $8,897 Avg. Employee For 2021, total Chief Executive Officer compensation was an astounding 2,251x the average employee's total compensation. 32#33MCDONALD'S COULD FACE SERIOUS BUSINESS & REPUTATIONAL RISKS If the McDonald's Board does not immediately improve on ESG, we believe it could cause the Company and its shareholders serious harm over the next five to 10 years Financial Challenges If McDonald's continues to drag its feet on animal welfare and other ESG issues, the Company could see a negative reaction in its share price or struggle to raise capital from firms and banks that consider ESG performance as a factor Gestation-free pork suppliers are already experiencing increased demand, so the longer McDonald's waits, the more expensive it could be for the Company CAWS Loss of Customers & Market Share ■ If McDonald's neglects to prioritize ESG on its corporate agenda, it could see a significant loss of customers, leading to a reduction in its market share as competitors step up their ESG efforts Regulatory Issues Gail Glazerman Team: ESG BI ESG Analyst If McDonald's continues to lag on this key issue, it could run the risk of being noncompliant with U.S. laws and ultimately, face penalty fines or regulatory action Restaurants Managing the Supply Chain Is Essential Environmental and Social Risks Embedded in the Supply Chain (Bloomberg Intelligence) -- Restaurants face supply-chain risks, both social and environmental, which can have tangible financial consequences. Animal welfare is a rising concern, backed in some cases by government regulation. Meeting these rules could inflate costs; failure to do so may cause reputational damage. In addition, sourcing agricultural products may become more difficult amid extreme weather, with crops at risk to drought and floods. (04/22/22) Source: Bloomberg Intelligence, April 22, 2022 Reputational Harm If McDonald's fails to make meaningful progress on key ESG issues that are important to its stakeholders and society, the Company's strong international brand could suffer as a result Regulation echoes public desire; as evidenced by Proposition 12, consumers are demanding sustainably sourced pork 33#34THE TRAIN HAS LEFT THE STATION ON ESG AND MCDONALD'S WILL BE LEFT BEHIND IF IT DOES NOT MOVE QUICKLY We believe a major ESG reckoning is underway in the food and restaurant industry, as evidenced by recent legislation, customer surveys and global organization efforts ● ● Countries around the world have formally recognized animals as sentient creatures and are developing more robust legislative and oversight measures to enhance the policies that protect them U.S. legislation, including Proposition 12, H.R. 7004 and H.R. 4421, has been introduced to reflect the public's desire to see an end to farm animal confinement The EU is reportedly close to banning cages for farmed animals in the next five years (Vox) We believe consumers are becoming highly educated on ESG issues, including potentially deceptive marketing tactics, responsible food sourcing, workers' rights, public health, animal welfare and more A November 2018 survey conducted by YouGov reported that 63% of Americans said that they would be less likely to buy meat processed by companies that have a bad reputation for animal welfare (YouGov) In a 2018 survey by World Animal Protection, 80% of U.S. consumers said they were concerned after seeing the realities of commercial farming and 89% said supermarkets have a responsibility to source pork from higher welfare standards (World Animal Protection) In a 2017 survey conducted for Mercy for Animals, 78% of consumers supported improving the lives of chickens even if it increased the cost of meat (Mercy for Animals) CAWS Nearly one in four (24%) of respondents in a 2012 Whole Foods consumer survey said they were willing to pay more for meat from animals raised under humane animal husbandry standards (Whole Foods) 34#35Our Solution: The Icahn Nominees#36MEET OUR SLATE Our independent director candidates stand for improved governance, oversight and accountability Maisie Ganzler Two Decades of Restaurant & Food Industry Experience Deep knowledge of the industry's supply chain workings, sourcing and procurement methods CAWS Animal Welfare Expertise Significant expertise in labor, animal welfare, sustainability and procurement matters - leading Bon Appetit Management Company's efforts to eliminate gestation crates in its own supply chain ✓ Relevant Board Experience Director of Air Protein, board member of Equitable Food Initiative and former board member of FoodWhat Bon Appetit Management Company Leslie Samuelrich ✓ 25+ Years of Responsible Investing Experience Leads sustainable investing strategy, business development and shareholder advocacy ✓ Corporate Accountability Expertise Valuable experience advising organizations on impact investing, corporate accountability and food insecurity Relevant Board Experience Director of US SIF: The Forum for Sustainable and Responsible Investment and advisory board member of the Intentional Endowments Network Green Century Capital Management 36#37MCDONALD'S' SCR COMMITTEE LACKS SUSTAINABILITY SKILLS AND EXPERIENCE Our independent and highly qualified nominees have the right skills and experience to help the Board hold McDonald's accountable and establish realistic targets, verify progress and meet stated ESG commitments INDIVIDUAL Margaret Georgiadis+ Richard Lenny+ Sheila Penrose+ Paul Walsh* Maisie Ganzler Leslie Samuelrich Energy Management CAWS +Member of McDonald's' SCR Committee RELEVANT SASB CRITERIA Customer Welfare Water/ Wastewater Management Product Quality & Safety Labor Practices Supply Chain Management ADDITIONAL IMPORTANT EXPERIENCE ESG & Sustainability Disclosures Corporate Animal Food Accountability Welfare Industry >/> 37#38WHY WE ARE SEEKING TO REMOVE MS. PENROSE AND MR. LENNY We believe McDonald's need new directors on the SCR Committee who possess the requisite backgrounds to objectively analyze the Company's historical ESG performance and help develop a credible go-forward strategy X X X Sheila Penrose As Chair of McDonald's' SCR Committee since 2016, we contend much of the Company's ESG failings and disclosure issues fall on Ms. Penrose's shoulders While McDonald's may tout her credentials as an advocate on other ESG issues including supporting women in corporate America we believe Ms. Penrose has been unable to effectively oversee McDonald's' specific ESG efforts and ensure that the Company meets its stated commitments, adequately communicates KPIs and other progress indicators and meaningfully engages with relevant stakeholders We believe Ms. Penrose's disappointing record as Chair of the SCR Committee and lack of relevant animal welfare, supply chain and labor practices expertise warrant her removal from the Board and SCR Committee CAWS Richard Lenny X As CEO of The Hershey Company ("Hershey"), Mr. Lenny oversaw the company's failure to stop using cocoa harvested by child labor despite its stated commitment to do so X X We contend Mr. Lenny's track record at Hershey, where the company missed deadlines related to its cocoa supply chain goal and later redefined its original promise through an industry trade group, is markedly similar to McDonald's record on gestation crates It is only since Mr. Lenny departed Hershey in 2007 that the company has made meaningful progress on ESG, including producing public CSR reports and joining the Dow Jones World and North America Sustainability Indices - which McDonald's has fallen off of X Shareholders launched a "Vote No" campaign against Mr. Lenny last year due to his failings as Chair of the Compensation Committee X We believe Mr. Lenny's concerning track record on ESG and lack of relevant sustainability and animal welfare expertise warrant his removal from the Board and SCR Committee 38#39MAISIE GANZLER'S BIOGRAPHY Maisie Ganzler has more than two decades of experience in the restaurant and food service industry, as well as significant expertise in matters involving labor, animal welfare, sustainability and procurement CAWS Chief Strategy & Brand Officer of Bon Appétit Management Company, which is a holly owned subsidiary of Compass Group (OTCMKTS: CMPGY), where she oversees purchasing, culinary, marketing, communications, wellness and guest-facing technology Over 20 years of experience helping drive commitments to ethical sourcing that cover labor rights, animal welfare, sustainability and local procurement Serves as a director of Air Protein and as a founding board member of Equitable Food Initiative, a multi-stakeholder skill-building and certification organization that promotes worker welfare, food safety and integrated pest management in the produce industry Previously served as a member of the board of FoodWhat, which serves low-income and struggling teenage youth across Santa Cruz County who suffer disproportionately from common problems associated with poverty, and holds a BA in Hotel Administration from Cornell University We believe Ms. Ganzler can help McDonald's prioritize its commitments to ethical sourcing, oversee the Company's supply chain and support transparent reporting of progress toward stated ESG commitments. 39#40ENDORSEMENTS FOR MS. GANZLER CAWS .. Maisie has been on the forefront of sustainability long before ESG was a concept. It is her passion and thoughts that have helped shape Bon Appetit into the market leader in sustainable food practices and this, in turn, has led the way for Compass Group, the global leader in contract foodservice, in this area. She has been involved in scope ranging from grassroots detail to the largest scale. Palmer Brown - Chief Financial Officer of Compass Group PLC (OTCMKTS: CMPGY) 66 Her understanding of consumer demand and the intricacies of decision-making on the buying side helped shape the program, and her insight has guided some key pivots along the way. Maisie knows how to cut to the key issues in organizational strategy, and her incisive questions and forthright advice have been extremely valuable to EFI over the past decade. 99 Peter O'Driscoll - Executive Director of Equitable Food Initiative 99 66 Maisie Ganzler is a value-add colleague on the Air Protein Board. Her expertise in restaurants, food supply chains and sustainability have been invaluable in helping the management team shape Go to Market and Product Development strategies. She's been a true professional and has made a real contribution to the Company and Board. James D. White - Executive Chair of Air Protein ور 40#41LESLIE SAMUELRICH'S BIOGRAPHY Leslie Samuelrich has more than 25 years of experience in ESG, corporate engagement, environmental and public health programs and investment management CAWS ● President of Green Century Capital Management, where she focuses on the firm's investment strategies, business development and impact investing program President of Green Corps and serves as a director of various ESG-focused organizations, including the Environmental Action Research Center and the Progressive Future Network Previously served on the Board of Directors of the Forum for Sustainable and Responsible Investment and the Advisory Board of the Intentional Endowments Network Honored as one of the "43 World-Changing Women in Conscious Business" in 2020 in addition to receiving other leading industry awards and holds a BA in Economics from Boston College We believe Ms. Samuelrich can help drive forward McDonald's' commitments to animal welfare and ESG by addressing its weak ESG framework, establishing realistic targets and verifying progress. 41#42ENDORSEMENTS FOR MS. SAMUELRICH CAWS 66 Leslie is an inspiring and highly engaged board member with vast leadership experience. [...] Her deep insights into Governance and the public and investor debate regarding Social and Environmental Impacts will be valuable to any organization. Combined, this makes Leslie an ideal candidate for a seat on the board of any organization. ,, Diederik Timmer - Chair of the Board of Directors of US SIF and Managing Director of Morningstar Sustainalytics .. [I] can attest to her ability to deftly navigate the needs of shareholders and the critical calls for improved environmental, social, and governance performance. She has a deep understanding of emerging material ESG issues combined with a diplomatic but direct manner to effectuate change within organizations. In my view, Leslie would make vital contributions to the board that would help place McDonald's at the forefront of ESG leadership. 99 Matt Patsky, CFA - Chief Executive Officer of Trillium Asset Management 66 She's a key thought leader in shareholder advocacy, responsible for engagement strategies that have had tremendous impact and which many other investors have emulated to great effect. Her credibility as an integrator of public interest advocacy and responsible corporate governance is unmatched. Dr. Chris Geczy - Wharton School of Business professor, member of Intel's US Retirement Plans' Investment Policy Committee and former member of NASDAQ's Economic Advisory Board 99 42#43WHAT THE ICAHN NOMINEES STAND FOR In addition to suggesting that the Board commence an overall review of the Company's ESG practices, we want to work with our fellow directors to enhance governance and facilitate prompt ESG improvements, including: Improved Animal Welfare Standards CAWS Social Impact Meaningful Engagement with Stakeholders Governance Effective Oversight of Supply Chains Product & Lifecycle Impacts Continued Exploration of Better ESG Practices Governance Improved Transparency & Disclosure on ESG Governance Closure of the Wage Gap Human Capital Our nominees are committed to protecting McDonald's' stakeholders from risks stemming from ESG failures and intend to curb current injustices surrounding the wage gap, animal cruelty and environmental degradation. 43#44The Path Forward: A Superior ESG Framework for McDonald's#45HOW WE CAN ADD VALUE IN MCDONALD'S' BOARDROOM If elected to the Board, our director candidates plan to help the Board's SCR Committee conduct a review of McDonald's' corporate practices and develop a superior ESG framework for McDonald's ● ● ● The Committee should perform a top-to-bottom review of the business and use this assessment as the basis for strategic ESG recommendations to the entire Board The ideal components of this review and framework include (but are not limited to): ✓ Working with credible, third-party experts to evaluate each of the Company's operations, supply chain practices and ESG policies ✓ Evaluating how much capital may be required to meet each ESG goal ✓ Assessing the current methodology for allocating capital to ESG initiatives and moving forward on each commitment ✓ Exploring the universe of new supply chain and financial partners based on new Board members' relationships ✓ Tracking ESG relative to the Company's stated commitments and goals ✓ Benchmarking ESG progress relative to peers and similarly situated public companies ✓ Conducting a credible stakeholder perception study to inform an improved, more transparent stakeholder relations program Upon concluding the review, the Committee would present findings and suggestions to the entire Board If the Board votes to adopt recommendations, stakeholders should be promptly informed of new steps to enhance the Company's ESG practices CAWS We believe a successful ESG program would include protein diversification and product innovation, animal welfare improvements and a positive climate impact and actionable strategy. 45#46THE PATH FORWARD: A SUPERIOR ESG FRAMEWORK An ESG framework that focuses on advancing capabilities for McDonald's' key ESG factors will help the Company rebuild trust with shareholders, customers and employees Animal Welfare Integrate binding, contractual terms for suppliers that align with best- in-class animal welfare targets and objectives Clearly define a management position with responsibility for farm animal welfare on a day-to-day basis and Board/senior management oversight Advance measures to promote animal welfare standards, including training and supplier programs Develop clear, consistent, global indicators for all significant protein sources, including KPIs tied to commitments, protein source consumption data, etc. Disclose year-over-year progress for all indicators in a centralized report, with discussion and rationale for poor and positive trends Fulfill commitment to phase out the routine use of medically important antibiotics in the Company's beef supply CAWS Protein Diversification & Product Innovation Incorporate time- bound goals for protein diversification in business strategy and enterprise risk management Disclose goals, action plans and KPIs to demonstrate progress Climate Impact & Strategy Strengthen incorporation of risk from animal farming and feed production in TCFD analysis Verify scope 1, 2 and 3 emissions through third-party assurance Report year-over- year progress in centralized report Food Quality & Nutrition Receive/disclose third-party certification of food safety management system Increase transparency on recalls and incidents Expand health and safety targets and initiatives beyond Happy Meals® 46#47OUR NOMINEES CAN HELP OVERSEE & IMPLEMENT A SUPERIOR ESG FRAMEWORK TO HELP MCDONALD'S SUCEED IN THE LONG-TERM The Icahn slate is committed to restoring credibility and transparency atop McDonald's on key ESG issues CAWS Prioritization of key ESG issues on which McDonald's is currently falling short, including animal welfare and the integration of plant-based meat alternatives Clearly articulated goals and commitments Improved oversight of management and the Company's practices to ensure the achievement of stated targets Detailed, accurate tracking and reporting of ESG progress Commitment to promptly and regularly engaging with stakeholders to ensure McDonald's is meeting expectations Close the unacceptable wage gap between Company executives and front-line workers 47#48THE TIME FOR CHANGE IS NOW Shareholders can hold McDonald's accountable and inject much-needed ESG expertise and experience in the boardroom by voting on the GOLD proxy card to elect our two director candidates CAWS VOTE ON THE GOLD PROXY CARD 48#49Appendix#50HOW GESTATION CRATES ARE CURRENTLY STILL USED IN MCDONALD'S' SUPPLY CHAIN McDonald's allows the use of gestation crates up until a sow is confirmed to be pregnant, which can take up to six weeks of its pregnancy and is a complete shift from its stated commitment in 2012, which had a goal of eliminating gestation crates 0% Sows in McDonald's supply chain are pregnant for 16 weeks and spend about six weeks of each pregnancy in Gestation Crates. CAWS 6 25% 50% Weeks in Gestation Crates Weeks in Group Housing 10 75% 100% The typical breeding cycle of sows that McDonald's uses in their supply chain is around 20 weeks. Six weeks are spent in Gestation crates. They then move to Group Housing for 10 weeks and once they are going to give birth (16 weeks after being inseminated) they are moved into Farrowing Crates where they nurse their piglets for about four weeks. This occurs over and over again (multiple pregnancies per year) for about 4 years when the industry suggests sows peak production. The sows are then sent to slaughter. Weeks in Farrowing Crates 20.0% Weeks in Group Housing 50.0% 10 Weeks in Gestation Crates 30.0% 50#51CHIPOTLE HAS THE HIGHEST ANIMAL WELFARE STANDARDS AND STRONGEST FINANCIAL PERFORMANCE I 2018 McDonald's (MCD) Selected Peers 5-Year Stock Performance Ï 2019 Chipotle (CMG) 1 2020 2021 Yum! Brands (YUM) CAWS (1) Stock performance data taken from Google Finance market close 4.25.22 mimo 2022 PepsiCo (PEP) Company Chipotle Yum! PepsiCo Starbucks McDonald's 8.85% Restaurant Brands Intl. 1-Yr. Return Unilever 3.07% 4.83% -32.73% 5-Yr. Return -11.47% 219.51% 84.44% 21.19% 53.37% 80.72% 29.84% 4.54% -18.47% -9.64% 51#52KEY INPUTS FOR MCDONALD'S' ASSESSMENT ESG rating agencies, frameworks and standards, and industry norms captured from six ESG peers Assessed Peers CAWS Unilever ISS ESG PEPSICO MSCI DEVELOPMENT GALS SUSTAINABILI Yum! Key ESG Ratings Agencies STANDAR ESG Frameworks and Standards 112 SASB ACCOUNTING BOARD TM SUSTAINALYTICS TCFD r TASK FORCE ON CLIMATE-RELATED NCIAL DISCLOSURES FIN restaurant brands FAIRR BBFAW Business Benchmark on Farm Animal Welfare A COLLER INITIATIVE GRI CHIPOTLE Empowering Sustainable Decisions CDP 52#53PEER ASSESSMENT: ANIMAL WELFARE Qualitative Metrics Goals ESG Capability Spectrum Evaluation Criteria Gap Governance and oversight Animal welfare standards Supply chain management Measures to ensure animal welfare Assurance and certification Stakeholder engagement Reporting of indicators: Beef Performance of indicators: Beef Reporting of indicators: Dairy Performance of indicators: Dairy Reporting of indicators: Pork Performance of indicators: Pork Reporting of indicators: Poultry Performance of indicators: Poultry CAWS Reporting of indicators: Eggs Performance of indicators: Eggs Welfare outcomes measures Objectives and targets Progress on objectives ISS MSCI X X X X X X X X X X X X Weak rbi Rating Agency Coverage Sustain alytics X X X X X X X X X X Yum! X X X X X X X X FAIRR BBFAW Unilever PepsiCo Yum! Starbucks RBI X X X X X X X X X X X X X X X X X X M X PEPSICO Moderate Peers Strong CHIPOTLE Unilever Chipotle ● ● ● MCD ● Key Gap = Weak = Moderate = Strong = N/A See additional slides for scoring method = Key Observations McDonald's lacks comprehensive welfare indicators across all significant animal protein sources for its business Of the indicators McDonald's discloses, clarity on scope and progress is unclear McDonald's lacks clear supply chain management practices, including contractual obligations for animal welfare standards and transparency around audits and risk assessments Clearly prohibit prophylactic use of antibiotics and the use of growth- promoting substances 53#54ESG ROADMAP: ANIMAL WELFARE Qualitative Integrate binding, contractual terms for suppliers that align with animal welfare targets and objectives Clearly define a management position with responsibility for farm animal welfare on a day-to-day basis and Board/senior management oversight CAWS Advance measures to promote animal welfare standards, including training, supplier programs and consumer awareness Chipotle has clear and binding terms for meat and dairy suppliers: Internal and third-party supplier audits and inspections Annually suppliers must sign and adhere to the production affidavits set by the Animal Welfare team Unilever has extensive measures to promote animal welfare across business operations including: Training for relevant staff on animal welfare science, animal production systems and importance to Unilever and consumers Intentionally driving down volumes of meat-derived ingredients through protein diversification ESG Disclosure Roadmap & Recommendations Metrics Develop clear, consistent, global indicators for all significant protein sources with third-party audits KPIs tied to goals and commitments Development of welfare KPIs for beef ➤ Broadening/clarity of welfare KPIs for pork, poultry, dairy and eggs ➤ Consumption, by protein source Quantity of antibiotics used in industry standard units (distinguished by type) 3 Progress on Farm Animal Welfare (2021 update) The data below show the change in performance on animal welfare measures over time. All percentages are based on total global volumes of all livestock products purchased by Unilever for the calendar year shown. 1 Sustainable dairy 2 Proportion from animals free from confinement (Q20) Laying Hens Dairy cows . Broiler chickens . Pigs Veal calves Beef cattle Proportion of specific enriched s provided with effective species- environments (Q21) Laying Hens • Dairy cows Broiler chickens. Pigs Veal calves Beef cattle 4 Cage free eggs' (Q28) 5 Proportion pork from sow-stall free supply (Q29) 6 Proportion of milk from non-tethered dairy cows (Q30) 7 Proportion of dairy cows free from tail docking (Q34) Proportion subject to pre-slaughter stunning (Q36) 9 Proportion broilerchickens raised at 30kg/m³orless (Q31) 10 Proportion of chicken meat from strains of birds with improved welfare outcomes(Q35) Peer Best Practices 2016 2017 2018 2019 2020 0 global volume) 70 - 53 74 75 78 16 17 33 - - 61 64 94 90 10 - 33 79 84 65 28 0.1 0.1 100 0.5 44 79 65 68 67 0.2 0 100 0.5 44 65 43 0.2 0.2 8 7 0 0 0.5 0.5 65 68 48 52 10 28 67 40 31 68 39 0 83 88 28 0.2 0 Unilever publishes an annual Progress on Animal Welfare Update with comprehensive KPIs and an explanation of trends click on the image to learn more Goals Broaden targets and commitments to cover all relevant species and demonstrate commitment and clarity on: Action plans and measures to ensure progress and overcome roadblocks for each protein source Disclose year-over-year progress for all indicators in a centralized report, with discussion and rationale for poor and positive trends Chipotle annually updates stakeholders on the status of their goals and identifies opportunities to align new goals with existing initiatives, including targets to increase sourcing of organic, local and/or regenerative food grown every single year 2021 UPDATE ON GOALS FOOD & ANIMALS ACHIEVED ON TRACK BELOW TARGET 54#55BENCHMARKING PEER OVERVIEW Ticker Market Cap¹ SASB Industry MCD Proxy Peer ESG Publication Annual report Proxy MSCI Rating Sustainalytics BBFAW Tier HSUS Scorecard M MCD 185.027B Restaurants n/a Purpose, Impact, and Progress Summary 2020-2021 24.6 (Medium Risk) 4 -8.57 Unilever HELLMANN'S M MAGNUM BEN&JERRY'S UL Knorr 116.204B Household & Personal Products² Sustainability Reporting Centre (Report Archive) AA 21.5 (Medium Risk) 2 2021 Annual Report 2021 Annual Report 2021 Annual Report 2021 Proxy Statement BBB 2022 Proxy Statement AA PEPSICO Tropicana. 75.24 Lay's QUAKER 25 MT PEP 238.126B Non-Alcoholic Beverages² ESG Topics A-Z 16.0 (Low Risk) n/a n/a TACO BELL Yum! KFC Pizza Hut Häbit BURGER GRILL YUM 35.276B Restaurants 2020 Global Citizenship & Sustainability Report 2021 Annual Report 2022 Proxy Statement BBB 21.1 (Medium Risk) 3 37.62 (Taco Bell) SBUX TM 89.631B Restaurants 2020 Global Environmental and Social Impact Report 2021 Annual Report 2022 Proxy Statement BBB 24.8 (Medium Risk) 5 -14.29 CAWS (1) Source: Yahoo! Finance as of April 24, 2022 (2) Note: Peers in adjacent industries were selected to inform industry norms and best practices for companies with similar ESG risks and opportunities rbi BURGER KING restaurant brands international Popeyes Tim Hortons FIREHOUSE SUBS QSR 26.596B Restaurants Sustainability Webpage 2021 Annual Report 2022 Proxy Statement BB 4 CHIPOTLE 13.81 (Burger King) CMG 41.493B Restaurants 2021 Sustainability Report 24.1 (Medium Risk) 23.9 (Medium Risk) 2021 Annual Report 2022 Proxy Statement BBB 3 92.5 55#56SASB INDUSTRY: RESTAURANTS CAWS Topic Energy Management Water Management Food & Packaging Waste Management Food Safety Nutritional Content Labor Practices Supply Chain Management & Food Sourcing Accounting Metric (1) Total energy consumed, (2) percentage grid electricity, (3) percentage renewable (1) Total water withdrawn, (2) total water consumed, percentage of each in regions with High or Extremely High Baseline Water Stress (1) Total amount of waste, (2) percentage food waste, and (3) percentage diverted (1) Total weight of packaging, (2) percentage made from recycled and/or renewable materials, and (3) percentage that is recyclable, reusable, and/or compostable (1) Percentage of restaurants inspected by a food safety oversight body, (2) percentage receiving critical violations (1) Number of recalls issued and (2) total amount of food product recalled Number of confirmed foodborne illness outbreaks, percentage resulting in U.S. Centers for Disease Control and Prevention (CDC) investigation (1) Percentage of meal options consistent with national dietary guidelines and (2) revenue from these options (1) Percentage of children's meal options consistent with national dietary guidelines for children and (2) revenue from these options Number of advertising impressions made on children, percentage promoting products that meet national dietary guidelines for children (1) Voluntary and (2) involuntary turnover rate for restaurant employees (1) Average hourly wage, by region and (2) percentage of restaurant employees earning minimum wage, by region Total amount of monetary losses as a result of legal proceedings associated with (1) labor law violations and (2) employment discrimination Percentage of food purchased that (1) meets environmental and social sourcing standards and (2) is certified to third-party environmental and/or social standards Percentage of (1) eggs that originated from a cage-free environment and (2) pork that was produced without the use of gestation crates chain, including animal Discussion of strategy to manage environmental and social risks within the welfare Category Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Quantitative Discussion and Analysis SASB Code FB-RN-130a.1 FB-RN-140a.1 FB-RN-150a.1 FB-RN-150a.2 FB-RN-250a.1 FB-RN-250a.2 FB-RN-250a.3 FB-RN-260a.1 FB-RN-260a.2 FB-RN-260a.3 FB-RN-310a.1 FB-RN-310a.2 FB-RN-310a.3 FB-RN-430a.1 FB-RN-430a.2 FB-RN-430a.3 56#57LIFE CYCLE IMPACTS AND ESG INNOVATION: MATERIAL FACTORS ESG Factors and Descriptions • ESG Products & Innovation: Researching, developing and offering products that integrate ESG considerations and take advantage of consumer trends and interests in sustainability. This may include customer education on ESG-related products, efforts to increase revenue from products with a positive impact, researching and developing products that promote a sustainable and healthy diet and more. • Supply Chain Mgmt & Sourcing: Understanding and ensuring suppliers align with the company's business ethics, including social and environmental performance. This may include sourcing guidelines that integrate ESG considerations, audits and due diligence procedures, and supplier risk assessments, programs and initiatives targeting high impact commodities, and more. Ecological Impacts (Life Cycle): Measuring and minimizing ecosystem impacts wherever feasible throughout the life cycle of the company's products and services. This may include pollution prevention, land degradation and risk assessments, efforts that protect nature and biological diversity hotspots and more. • GHG Management (Life Cycle): Measuring and minimizing greenhouse gas emissions wherever feasible throughout the life cycle of the company's products and services. This may include reporting Scope 1, 2 & 3 emissions, mitigation strategies, carbon footprint reduction or neutrality goals and more. • Climate Risk: Understanding and minimizing the risks associated with climate change and their impacts on the company. This may include a climate change stance and strategy, recognition of the physical risks from climate change, implementation of environmental policy or management system and more. • Packaging & Waste Management: Measuring and minimizing the production of waste wherever feasible throughout the life cycle of the company's products and services. This may include minimizing packaging and material waste, initiatives to address food waste, consumer education programs and more. Energy & Facility Management: Measuring and minimizing the usage and impacts from the company's operations and facilities. This may include initiatives that promote renewable energy, energy efficiency, facilities management, green building certifications and more. Transportation Management: Measuring and minimizing the impacts of transportation across the life cycle of the company's products and services. This may include initiatives to optimize fleet programs, the use of alternative fuels or low impact vehicles, transportation logistic technologies and more. Factor Weighting¹ and Prioritization TCFD All ✓ ● Life Cycle Impacts and ESG Innovation Factors ESG Products & Innovation Supply Chain Mgmt & Sourcing Ecological Impacts (Life Cycle) GHG Management (Life Cycle) Climate Risk Packaging & Waste Mgmt Energy & Facility Management Transportation Management CAWS TOTAL SASB Restaurants FAIRR Protein Producer 30.0% 8.1% 8.6% 10.1% 4.6% 2.6% 64% (1) Note: Ratings agency categorizations across these categories vary slightly; illustrate weighting percentage an approximation to allow for comparability ISS Restaurants 9.8% 13.5% 12.2% 11.0% 2.3% 5.5% 9.0% 1.5% 64.8% MSCI Restaurants 7.5% 11.0% 3.0% 11.0% 32.5% Sustainalytics Restaurants 9.0% 4.0% 2.0% 9.8% 24.8% 57#58SOCIAL IMPACT: MATERIAL ESG FACTORS • Animal Welfare: Aligning products and services with the wellbeing and physical health of animals. This may include initiates that address antibiotic use, farming practices, sourcing guidelines related fair and ethical treatment of animals and more. • Nutritional Content: Aligning products and services with health recommendations. This may include identifying food options to promote nutritional ingredients and healthy choices, customer communication on health risks and controversies of food items, policies and standards reduce to sodium, fat, and/or sugar content and more. • Fair and Inclusive Selling Practices: Ensuring the fair and honest depiction of the company's products and services. This may include efforts or policies to ensure responsible advertising, initiatives to improve the access and affordability of products and services, customer welfare and communication and more. • Community & Philanthropy: Supporting and establishing positive relations with communities. This may include volunteer incentives or programs, donations, active engagement with local communities and more. • Data Security & Customer Privacy: Establishing an information and cybersecurity system that is secure, resilient, and reliable. This includes managing and mitigating the risks of security breaches, employee IT training, protocols for the collection and retention of information, ensuring customer privacy and clear communication and more. CAWS Social Impact Factors Data Security & Customer Privacy Fair & Inclusive Selling Practices Nutritional Content Food Quality & Safety Animal Welfare Community & Philanthropy ESG Factors and Descriptions TOTAL SASB Factor Weighting¹ and Prioritization TCFD All Restaurants ▬▬▬▬▬▬▬ FAIRR Protein Producer 7.8% 13.7% 21.5% (1) Note: Ratings agency categorizations across these categories vary slightly; illustrate weighting percentage an approximation to allow for comparability ISS Restaurants 1.8% 4.9% 3.0% 2.4% 0.6% 12.7% MSCI Restaurants 4.0% 7.5% 8.0% 19.5% Sustainalytics Restaurants 9.8% 25.1% 34.9% 58#59HUMAN CAPITAL: MATERIAL ESG FACTORS • Labor Practices: Upholding fair labor practices for all employees. This may include efforts or policies that relate to freedom of association, collective bargaining, fair and livable wage, employee benefits and more. • Health and Safety: Ensuring the health and well being for all employees. This may include providing a safe work environment, injury and incident transparency, promoting a work- life balance, emergency preparedness and more. Employee Engagement, Training and Development: Implementing programs and policies that attract and retain talent. This may include efforts or policies that relate to employment security, compensation, incentives to pursue new knowledge or skillsets, career growth opportunities and more. • Human Rights: Upholding practices and procedures that protect the human rights of all those affected across business operations including the entire value chain. Diversity, Equity & Inclusion: Providing a work environment that promotes diversity of gender, ethnicity, sexual orientation, physical ability, age, religious or personal beliefs, and socioeconomic background. This may include policies that prohibit harassment and/or discrimination, recruitment and retention strategies, employee resources, diversity and pay disclosures and more. ● Human Capital Factors Labor Practices Health and Safety Employee Engagement, Training, & Development Human Rights Diversity, Equity, & Inclusion CAWS ESG Factors and Descriptions TOTAL SASB Factor Weighting¹ and Prioritization TCFD All Restaurants FAIRR Protein Producer 3.2% 1.6% 1.6% 1.6% 7.9% (1) Note: Ratings agency categorizations across these categories vary slightly; illustrate weighting percentage an approximation to allow for comparability ISS Restaurants 3.5% 1.7% 1.7% 1.7% 0.9% 9.5% MSCI Restaurants 15.0% 15.0% Sustainalytics Restaurants 4.8% 1.0% 5.8% 59#60GOVERNANCE: MATERIAL ESG FACTORS • Board Diversity & Independence: Promoting and accurately sharing the structure of the company's board to ensure effectiveness and representation of shareholder values. This may include disclosing independent board members, committees, minority representation and more. • Business Ethics: Ensuring the company's values, standards, and norms are ethical and managed throughout business operations. These may include policies or practices relating to the code of conduct, anti-corruption, grievance mechanisms, compliance, levels of executive compensation, audits and more. Systemic Risk Management: Preparing for and managing potential crisis and risks that may impact the business. This may include planning for and mitigating ESG-related risks, forecasting, employee training, critical incident management and more. • Stakeholder Engagement (& Public Policy): Actively seeking input from stakeholders to incorporate into business strategies and priorities. This may include fair and transparent activates related to lobbying and political contributions, materiality assessments, shareholder governance and rights, industry affiliations and memberships and more. • Governance of "ESG": Ensuring oversight and management of environment, social, and governance topics throughout the company's operations. This may include ESG policies, strategies, audits, committee oversight and more. CAWS Governance Factors Board Diversity & Independence Business Ethics Systemic Risk Management Stakeholder Engagement (& Public Policy) Governance of "ESG" ESG Factors and Descriptions TOTAL SASB Factor Weighting¹ and Prioritization TCFD All Restaurants FAIRR Protein Producer 7.8% 7.8% (1) Note: Ratings agency categorizations across these categories vary slightly; illustrate weighting percentage an approximation to allow for comparability ISS Restaurants 1.9% 5.0% 3.7% 1.7% 12.3% MSCI Restaurants 8.3% 8.3% 8.3% 8.3% 33.2% Sustainalytics Restaurants 5.0% 16.7% 11.9% 33.6% 60#61MCD SUPPLY CHAIN FAIRR & BBFAW ANALYSIS Supplier Tyson Foods Marfrig Global Foods Cranswick New Hope Liuhe Fujian Sunner Dvlpmt. Great Wall Enterprise Cherkizovo Group BBFAW Tier CAWS Tier 4 Tier 2 Tier 2 Tier 6 Nippon Suisan Kaisha Tier 6 FAIRR GHG DEF WAT POL ABS FAW WOR FSY GOV Med Med Med High High Med Med Med Med Low Med High High Med Med Med Low Med Med Med High High Med Low Med Low Low High High High High High High High High High High High High High High High High High High High High High High High High High High High High High High High High High High Med High High High SUP High High Med High Best Practice Best Practice Best Practice FAIRR Rank/60 10 5 15 54 60 33 53 Overall Risk 36 Medium Low Medium High Medi Best um Practice Source: Supplier list and Fairr Rating, BBFAW Tier. Note some suppliers are not evaluated by FAIRR (including Smithfield). High High High High McDonald's continues to have empty supply chain promises "McDonald's is using our size and global reach to improve animal health and welfare in the McDonald's supply chain and ensure we source chicken, eggs, beef and pork from producers who share our commitments" - McDonald's Most of MCD protein suppliers have a "high risk" rating from FAIRR Nearly 40% of MCD suppliers were ranked as one of the top 10 worst performing protein producers according to FAIRR's ranking and supplier information provided At least two suppliers are in the lowest BBFAW Tier 61#62ESG FRAMEWORK: PROTEIN DIVERSIFICATION & PRODUCT INNOVATION Our nominees can help the Board explore and grow the Company's plant-based product offering ✓ Establish a time-based goal to grow revenue from alternative protein sources ✓ Incorporate targets for protein diversification in executive compensation ✓ Transition global business model to diversify protein sources. and integrate with corporate strategy including enterprise risk management, climate targets, animal welfare standards, etc. ✓ Develop action plans to undertake transition, including consumer education/campaigns, sourcing standards, research and innovation, marketing and more ✓ Track and report year-over-year progress CAWS Increasing revenue from plant-based alternatives directly impacts FIVE of the top 10 ESG factors that are most important to stakeholders: Alleviate supply chain risk exposure from animal and feed production Reduce scope 3 emissions from agriculture production, the largest source of MCD's GHG emissions Reduce ecological impacts from commodities driving deforestation and water scarcity Drive revenue and growth through innovation and consumer trends in sustainability Drive down animal protein demand to directly support animal welfare commitments 62#63ESG FRAMEWORK: ANIMAL WELFARE IMPROVEMENTS Given that both of our director candidates have animal welfare expertise, we believe they can help McDonald's' achieve industry best practices ✓ Integrate binding, contractual terms for suppliers that align with best-in-class animal welfare targets and objectives ✓Clearly define a management position with responsibility for farm animal welfare on a day-to-day basis and board/senior management oversight ✓ Advance measures to promote animal welfare standards, including training and supplier programs ✓ Develop clear, consistent, global indicators for all significant protein sources, including KPIs tied to commitments, protein source consumption data, etc. ✓ Disclose year-over-year progress for all indicators in a centralized report, with discussion and rationale for poor and positive trends ✓ We will oversee continued progression in animal welfare globally CAWS 63#64ESG FRAMEWORK: POSITIVE CLIMATE IMPACT & ACTIONABLE STRATEGY Our nominees would help the Board explore paths for McDonald's to reduce its environmental footprint ✓ Clearly incorporate product transition away beef and other GHG intensive foods in climate action approach and business strategy, including product innovation, customer education and more ✓ Strengthen incorporation of risk from animal farming and feed production, insufficient yield trends, increased chances of synchronized collapse, and other anticipated impacts along the value chain ✓ Verify scope 1, 2 and 3 emissions through third-party assurance (including materiality of scope 3 categories included) ✓ Quantify risk exposure from climate scenarios, including a 1.5-degree warming scenario, along the value chain including direct and indirect agriculture commodities ✓ Disclose year-over-year results in a centralized place/report to demonstrate commitment and clear progress on science-based targets CAWS 64#65ESG FRAMEWORK: IMPROVING FOOD QUALITY & NUTRITION FOR MCD CUSTOMERS Our nominees can support McDonald's' efforts to ensure quality, safe, and healthy food for its customers across its entire global product line ✓ Receive a third-party certification of health and safety management system ✓ Identify key performance indicators to track meal options consistency with national dietary guidelines and report progress year over year ✓ Increase transparency around food/product recalls, foodborne illness outbreaks, and percent of restaurants and operations compliance with health and safety audits ✓ Expand health and nutrition targets beyond just Happy Meals to cover broader product portfolio CAWS 65

Download to PowerPoint

Download presentation as an editable powerpoint.

Related

Sumitomo Mitsui Financial Group 2021 Financial Overview image

Sumitomo Mitsui Financial Group 2021 Financial Overview

Financial

Organic Capital Generation and IFRS Transition Outlook image

Organic Capital Generation and IFRS Transition Outlook

Financial

Acquisition of Marshall & Ilsley Corp. image

Acquisition of Marshall & Ilsley Corp.

Financial

SMBC Group's Financial and Credit Portfolio image

SMBC Group's Financial and Credit Portfolio

Financial

Blue Stripe Fund Summary image

Blue Stripe Fund Summary

Financial

BRI Performance Highlights and Green Initiatives image

BRI Performance Highlights and Green Initiatives

Financial

Latvia Stability Programme Report image

Latvia Stability Programme Report

Financial

International Banking Volume & Growth Summary image

International Banking Volume & Growth Summary

Financial