BOSTON: The parent company of gunmaker Smith & Wesson on Thursday defended its directors and its contribution disclosures ahead of a proxy vote that will test how far leading fund firms will press their concerns about firearms safety.
In a filing with the U.S. Securities and Exchange Commission, American Outdoor Brands Corp responded to proxy adviser Glass, Lewis & Co, which on Tuesday recommended investors withhold their support from half of the company's 10 board nominees and backed a call for a safety report.
American Outdoor's Sept. 25 shareholder meeting will likely spotlight just what role the financial industry should play overseeing firearms companies.
After a gunman wielding a Smith & Wesson assault-style rifle massacred 17 people at a Florida high school in February, some banks restricted firearms lending, and asset managers including BlackRock Inc and Vanguard Group said they would speak to gunmakers about the safety of their products.
The Florida shooting, one in a decades-long series at U.S. schools, colleges and workplaces, spawned a nationwide youth-led gun control movement.
BlackRock and Vanguard, which together hold about 20 percent of American Outdoor's shares, must decide how to vote at the shareholder event, to be held only online.
In recommending votes be withheld from five director nominees, Glass Lewis cited how the company had not disclosed that director Mitchell Saltz also sits on the board of police training services provider VirTra Inc , a potential conflict of interest.
The lack of disclosure was due to "an inadvertent omission" by Saltz, American Outdoor said in its filing, adding that it did not matter because "there is very little, if any" overlap between VirTra's services and a Smith & Wesson training academy.
The company also reiterated arguments the safety report is unnecessary, saying among other things that the "smart gun' technology proponents would like reviewed "is not commercially viable or reliable." American Outdoor also said its policy did not require it to disclose contributions of US$1.5 million it has made to groups including the National Rifle Association, the politically influential gun rights advocate.
The proxy adviser noted criticism by a shareholder activist group, Majority Action, that the company should have reported the money.
BlackRock and Vanguard representatives declined to say how they will vote.
In May, both backed a call for a safety report at rival gunmaker Sturm Ruger & Co , but backed all directors.
BlackRock said it voted for a safety report at one gunmaker because it barred talks with shareholders.
Via e-mail, American Outdoor Vice President Liz Sharp said "We do respond to engagement requests from our investors."
(Reporting by Ross Kerber in Boston; editing by Grant McCool)