2022 Bed, Bath and Beyond Chemical Disclosure Proposal

• Company: Bed Bath & Beyond
• Subject: Chemical Disclosure Proposal
• Year: 2022
• Sector: Retail
• Lead Filer: Mercy Investment Services
• Outcome: Withdrawn in response to corporate commitments

Whereas:

For investors, the urgency for companies to reduce their chemical footprint continues to rise. Scientists are increasingly connecting the dots between exposure to toxic chemicals, elevated rates of chronic diseases, and the association with weakened immunity and higher vulnerability to infectious diseases, like COVID-19.[1]

The regulatory landscape is rapidly changing with 38 states adopting over 250 policies regulating toxic chemicals, creating risk for companies that do not proactively manage and reduce their chemical footprint.[2]

The Company has taken steps to reduce the use of chemicals of concern through its Restricted Substances List [3] and Priority Chemical List.[4] However, these documents were last updated in 2019, it is unclear whether they apply to private label and third-party vendors, and there is no disclosure on how compliance is verified. The Company’s governance documents do not include disclosure of specific timebound reduction goals or progress to meet the expectations of the restricted substances lists.[5]

In contrast, the Company’s peers are improving product safety and reducing liabilities by eliminating chemicals and disclosing their progress [6]:

• Target’s chemicals policy addresses the company’s “entire value chain, operations and every product” it sells, including both private label and brand name products [7]. Target regularly reports on the percent of products that meet their chemical management and transparency goals.
• Walmart has a comprehensive program intended to reduce its chemical footprint of consumables by 10 percent by 2022 for both private label and independently-branded products [8]. Walmart reports annually on its reduction of priority chemicals by weight.
• Dollar Tree, Target, and Walmart, along with a growing number of other retailers and manufacturers are participating in the annual Chemical Footprint Project Survey, which benchmarks corporate reduction of the use of chemicals of high concern. Front-runners in the Survey are top performers in all aspects of proactive chemicals management.[9]

With its commitment to “build a better home for the next generation” and assertion that “everyone deserves to home, happier^TM,” the Company needs to provide clear data on its chemical footprint and reduction efforts so that investors are able to compare its chemical management programs to those of its peers and have confidence that the Company’s programs and policies are being well implemented. In a competitive marketplace increasingly demanding clean and safe products, transparency disclosure of its chemical reduction goals and progress reduces risk for shareholders and our company.

Resolved:

Shareholders of Bed Bath & Beyond (the “Company”) request that the board of directors report to shareholders, at reasonable expense and excluding proprietary information, on the outcomes of the Company’s chemical reduction efforts by publishing quantitative and qualitative data on progress to eliminate the use of chemicals of concern.

Supporting Statement:

Shareholders leave the method of disclosure to management’s discretion but some recommended considerations include:

• Evaluation of vendor compliance with the Company’s chemical policies;
• Measure of chemical footprint in private label and third-party products;
• Set reduction goals, and track and disclose progress against a baseline.