Sector: Consumer Discretionary
COUPANG INC CLASS A · Meeting: June 11, 2026
Directors FOR
8
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Election of Directors
Founder and CEO with tenure since 2010; Coupang's 3-year stock return of +31% outperforms the company-disclosed peer group median by +23 percentage points, well below the 65-point gap required to trigger an against vote for a company with strong positive returns, so no TSR concern applies.
Director since April 2022 with extensive CFO experience; TSR trigger does not apply given Coupang outperforms its disclosed peer group, and Mr. Child meets all attendance, independence, and qualification standards.
Director since March 2022 with relevant technology and fintech founding experience; no TSR trigger, overboarding, attendance, or independence concerns identified.
Long-tenured director since 2010 with deep technology investment experience; while Greenoaks-related transactions exist, the board has reviewed these and Mehta is not designated as independent, raising no additional concern; TSR trigger does not apply given peer outperformance.
Director since June 2024, joined within the past 24 months and is therefore exempt from the TSR trigger; brings relevant technology and operating experience from Microsoft, Instacart, and Meta, and no other policy concerns are present.
Long-tenured director since 2010 with venture and technology experience; TSR trigger does not apply given peer outperformance, and attendance, independence, and qualification standards are all met.
Director since March 2023 with strong CFO-level financial expertise qualifying her as an audit committee financial expert; no TSR trigger, overboarding, or attendance concerns identified.
Director since 2019 with economics and finance expertise; note that his potential resignation if confirmed as Federal Reserve Chair is disclosed, but he stands for election at this meeting and no policy trigger applies; the Estee Lauder related-party transaction is arm's-length commerce and does not impair independence.
All eight director nominees receive a FOR vote. Coupang's 3-year stock return of +31% outperforms its disclosed compensation peer group median by +23 percentage points, which is well below the 65-point underperformance threshold required to trigger an against vote for companies with strong positive absolute returns. No directors are overboarded, no attendance issues are reported, and all relevant committee members meet independence and financial expertise requirements. Asha Sharma, who joined in June 2024, is additionally exempt from the TSR trigger as she has been on the board less than 24 months.
CEO
Bom Kim
Total Comp
$3,209,542
Prior Support
N/A
CEO Bom Kim's total compensation of $3,209,542 in 2025 consists entirely of base salary ($1,100,000) and security/personal benefits ($2,109,542 in other compensation, of which the vast majority is security, transportation, and tax-related costs); he received zero equity awards or cash bonuses in 2025, making his realized pay modest relative to his role at a $37.5 billion company. The compensation structure for other named executives is heavily weighted toward multi-year equity awards in the form of performance stock awards and restricted stock units that vest based on business performance objectives plus continued service, satisfying the policy requirement that a majority of senior executive pay be variable and performance-linked. The company has adopted a formal clawback policy consistent with SEC and NYSE requirements, and Coupang's 3-year stock return of +31% outperforms the disclosed peer group median by +23 percentage points, demonstrating that above-benchmark incentive pay is earned in line with shareholder experience.
Auditor
Samil PricewaterhouseCoopers
Tenure
12 yrs
Audit Fees
$9,237,943
Non-Audit Fees
$241,925
Non-audit fees (audit-related fees of $68,586 plus tax fees of $140,625 plus other fees of $31,714, totaling $240,925) represent approximately 2.6% of core audit fees of $9,237,943, well below the 50% threshold that would raise independence concerns. Samil PricewaterhouseCoopers has served since 2014, giving it about 12 years of tenure, comfortably below the 25-year threshold. As the Korean-affiliate member firm of PricewaterhouseCoopers, it is a Big 4 firm appropriate for Coupang's $37.5 billion market cap and international operations. No material restatements are disclosed.
The 2026 Coupang annual meeting presents three standard proposals: election of eight directors, ratification of Samil PricewaterhouseCoopers as auditor, and an advisory say-on-pay vote. All three proposals receive a FOR vote — the director slate shows no TSR, attendance, or overboarding concerns given Coupang's strong peer-relative stock performance; the auditor has modest non-audit fees well within policy limits and reasonable tenure; and the executive pay program is heavily equity-oriented and performance-linked, with CEO pay remaining conservative relative to the company's scale.
22 companies disclosed in 2026 proxy filing
