DEF 14A of Berkshire Hathaway Inc, Mar 14, 2025

DEF 14A of Berkshire Hathaway Inc

Filed Mar 14, 2025 · FY20240001193125-25-054877

Open on EDGAR

  1. May 3, 2025

    May 3, 2025 This statement is furnished in connection with the solicitation by the Board of Directors (“Board”) of Berkshire Hathaway Inc. (hereinafter “Berkshire” or “Corporation” or “Company”) of proxies in the accompanying form for the Annual Meeting of Shareholders to be held on Saturday, May 3, 2025 at 2:00 p.m. Central Time at the CHI Health Center, Omaha, Nebraska and at any adjournment thereof. This proxy statement and the enclosed form of proxy were first sent to shareholders on or about March 14, 2025. If the form of proxy enclosed herewith is executed and returned as requested, it may nevertheless be revoked at any time prior to exercise by filing an instrument revoking it or a duly executed proxy bearing a later date. Solicitation of proxies will be made at the Corporation’s expense. The Corporation will reimburse brokerage firms, banks, trustees and others for their actual out-of-pocket expenses in forwarding proxy material to the beneficial owners of its common stock. As of the close of business on March 5, 2025, the record date for the Annual Meeting, the Corporation had outstanding and entitled to vote 544,953 shares of Class A Common Stock (hereinafter called “Class A Stock”) and 1,339,905,639 shares of Class B Common Stock (hereinafter called “Class B Stock”). Each share of Class A Stock is entitled to one vote per share and each share of Class B Stock is entitled to one-ten-thousandth (1/10,000) of one vote per share on all matters submitted to a vote of shareholders of the Corporation. The Class A Stock and Class B Stock vote together as a single class on the matters described in this proxy statement. Only shareholders of record at the close of business on March 5, 2025 are entitled to vote at the Annual Meeting or at any adjournment thereof. The presence at the meeting, in person or by proxy, of the holders of Class A Stock and Class B Stock holding in the aggregate a majority of the voting power of the Corporation’s stock entitled to vote shall constitute a quorum for the transaction of business. A plurality of the votes properly cast for the election of directors by the shareholders attending the meeting, in person or by proxy, will elect directors to office. However, pursuant to the Berkshire Hathaway Inc. Corporate Governance Guidelines, if a director nominee in an uncontested election receives a greater number of votes “withheld” from his or her election than votes “for” that director’s election, the nominee shall promptly offer his or her resignation to the Board. A committee consisting of the Board’s independent directors (which will specifically exclude any director who is required to offer his or her own resignation) shall consider all relevant factors and decide on behalf of the Board the action to be taken with respect to such offered resignation and will determine whether to accept the resignation or take other action. The Corporation will publicly disclose the Board’s decision with regard to any resignation offered under these circumstances with an explanation of how the decision was reached, including, if applicable, the reasons for rejecting the offered resignation. A majority of votes properly cast upon any other question shall decide the question. Abstentions will count for purposes of establishing a quorum, but will not count as votes cast for the election of directors or any other question. Accordingly, abstentions will have no effect on the election of directors and are the equivalent of an “against” vote on matters requiring a majority of votes properly cast to decide the question. Broker non-votes will not count for purposes of establishing a quorum or as votes cast for the election of directors or any other question and accordingly will have no effect. Shareholders who submit proxies prior to the meeting but attend the meeting in person may vote directly if they prefer and withdraw their proxies or may allow their proxies to be voted with the similar proxies submitted by other shareholders. Your vote is very important. Whether or not you plan to attend the Annual Meeting, please vote at your earliest convenience by following the instructions in the Notice of Internet Availability of Proxy Materials, voting instruction form or the proxy card you received. IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE SHAREHOLDER MEETING TO BE HELD ON MAY 3, 2025. The Proxy Statement for the Annual Meeting of Shareholders to be held on May 3, 2025 and the 2024 Annual Report to the Shareholders are available at www.berkshirehathaway.com/eproxy.

  2. May 3, 2025

    | 1. | ELECTION OF DIRECTORS |

  3. May 3, 2025

    At the 2025 Annual Meeting of Shareholders, a Board of Directors consisting of 13 members will be elected, each director to hold office until a successor is elected and qualified, or until the director resigns, is removed or becomes disqualified. The Governance, Compensation and Nominating Committee (“Governance Committee”) has established certain attributes that it seeks in identifying candidates for directors. In particular, the Governance Committee looks for individuals who have very high integrity, business savvy, an owner-oriented attitude, a deep genuine interest in Berkshire and have had a significant investment in Berkshire shares relative to their resources for at least three years. These are the same attributes that Warren Buffett, Berkshire’s Chairman and CEO, believes to be essential if one is to be an effective member of the Board of Directors. In considering candidates for director, the Governance Committee considers the entirety of each candidate’s credentials in the context of these attributes. In the judgment of the Governance Committee as well as that of the Board as a whole, each of the candidates being nominated for director possesses such attributes. During 2024, the Board of Directors amended Berkshire’s Corporate Governance Guidelines regarding director qualifications. The amendment provides that except as follows, a director will no longer be eligible for reelection after his or her 80th birthday.

  4. May 3, 2025

    | 1) | Any Director who also serves as the Chief Executive Officer of the Company shall retire from the Board effective upon his or her retirement from the Company unless requested by the independent directors to continue as a director. |

  5. May 3, 2025

    | 2) | Any Director who controls a 5% or greater voting interest in the Company will be eligible to be reelected after his or her 80th birthday. |

  6. May 3, 2025

    Accordingly, Mr. Ronald Olson who is 83 and has been a Berkshire Director since 1997 is not eligible to stand for reelection. Upon the recommendation of the Governance Committee and Mr. Buffett, the Board of Directors has nominated for election the other 13 current directors. WARREN E. BUFFETT, age 94, has been a director and the controlling shareholder of the Corporation since 1965 and has been its Chairman and Chief Executive Officer since 1970. Mr. Buffett was a director of The Kraft Heinz Company until April 2018. Additional Qualifications: Warren Buffett brings to the Board his 55 years of experience as Chairman and CEO of the Corporation. GREGORY E. ABEL, age 62, has been a director of the Corporation and the Corporation’s Vice Chairman – Non-Insurance Operations since 2018. Between 2008 and 2018, Mr. Abel served as the Chief Executive Officer of Berkshire Hathaway Energy Company (“BHE”), a wholly owned Berkshire subsidiary. Mr. Abel has served as BHE’s Chairman since 2011. Mr. Abel served as a director of The Kraft Heinz Company until May 2024. He was a director of AEGIS Insurance Services Inc., a provider of property and liability insurance for the energy industry, from 2016 – 2023. Mr. Abel is also a current director and Chairman Emeritus of the Horatio Alger Association of Distinguished Americans, Inc. Additional Qualifications: Gregory Abel brings to the Board his 32 years of experience in various positions at BHE, including serving as its Chairman and CEO and seven years of experience overseeing Berkshire’s non-insurance businesses. He also brings to the Board his experience as a former director of The Kraft Heinz Company. HOWARD G. BUFFETT, age 70, has been a director of the Corporation since 1993. Since 1999, Mr. Buffett has been the Chairman and Chief Executive Officer of the Howard G. Buffett Foundation, a charitable foundation that directs funding for humanitarian and conservation related issues. Mr. Buffett also serves on the boards of several other charitable organizations. Mr. Buffett was the Sheriff of Macon County, Illinois between September 2017 and December 2018. Additional Qualifications: Howard Buffett brings to the Board his experience as the owner of a small business, as a past senior executive of a public corporation, as a former director of other public corporations and as the Chairman and CEO of a large charitable foundation. SUSAN A. BUFFETT, age 71, has been a director of the Corporation since 2021. For more than the past five years, she has been the Chairman of The Sherwood Foundation and the Chairman of The Susan Thompson Buffett Foundation, each of which is a private grant-making foundation based in Omaha, NE. Ms. Buffett also serves on the boards of several other charitable organizations. Susan Buffett brings to the Board her experience as the board chair of two large charitable foundations and as a board member of several other charitable organizations. STEPHEN B. BURKE, age 66, has been a director of the Corporation since 2009. Mr. Burke was the Chairman and Chief Executive Officer of NBCUniversal, a media and technology company, from 2011 through 2020. From 1998 until 2011, Mr. Burke was the President of Comcast Cable. In 2020, Mr. Burke founded Madison Valley Partners, which invests in the Rocky Mountain area and outdoor oriented companies. He is also a director of JPMorgan Chase & Co., a leading financial services firm. He was a director of Snowflake Inc., a technology company from May 2023 through May 2024. Stephen Burke brings to the Board his experience as a senior executive of a public corporation and his financial expertise as a director of a major banking institution. KENNETH I. CHENAULT, age 73, has been a director of the Corporation since 2020. Mr. Chenault has served as Chairman and a Managing Director of General Catalyst, a venture capital firm, since February 2018. Mr. Chenault previously served as Chief Executive Officer of American Express Company, a financial services company, from January 2001 to February 2018, and as Chairman of American Express Company from April 2001 to February 2018. Mr. Chenault joined American Express in 1981 as Director of Strategic Planning and served subsequently in a number of increasingly senior positions, including Vice Chairman and President and Chief Operating Officer, until his appointment as Chief Executive Officer. Mr. Chenault is a director of Airbnb, a global platform for unique stays and experiences. Mr. Chenault previously served on the boards of directors of Facebook Inc. between 2018 and 2020, International Business Machines Corporation between 1998 and 2019 and The Procter & Gamble Company between 2008 and 2019. Mr. Chenault also serves as a trustee or director of several charitable and non-profit organizations. Additional Qualifications: Kenneth Chenault brings to the Board his experience and financial expertise as a past CEO of a large financial services public corporation and a director of other public corporations. CHRISTOPHER C. DAVIS, age 59, has been a director since 2021. Since 1998, he has served as the Chairman of Davis Advisors, an investment management firm. Mr. Davis is also a director of a number of mutual funds advised by Davis Select Advisers as well as other entities controlled by Davis Select Advisers. He is also a director of The Coca-Cola Company and Graham Holdings Company. Additional Qualifications: Christopher Davis brings to the Board his experience and financial expertise as the chairman of a large investment management and counseling firm and as a director of two public corporations. SUSAN L. DECKER, age 62, has been a director of the Corporation since 2007. Ms. Decker also serves on the boards of directors of Costco Wholesale Corporation, Vail Resorts, Inc., Chime, Automattic and Vox Media. She is Chief Executive Officer and Founder of Raftr, a community experience platform. From June 2000 to April 2009, Ms. Decker held various executive management positions at Yahoo! Inc., a global Internet brand, including President (June 2007 to April 2009), head of the Advertiser and Publisher Group (December 2006 to June 2007) and Chief Financial Officer (June 2000 to June 2007). Before Yahoo!, Ms. Decker spent 14 years with Donaldson, Lufkin & Jenrette. She is a Chartered Financial Analyst and served on the Financial Accounting Standards Advisory Council for a four-year term, from 2000 to 2004. Additional Qualifications: Susan Decker brings to the Board her experience as a past senior executive of a public corporation and a director of public corporations and her financial expertise as a former equity securities analyst and a former member of the Financial Accounting Standards Advisory Council. CHARLOTTE GUYMAN, age 68, has been a director of the Corporation since 2003. Ms. Guyman serves as a director of a start-up entity, Landings Holdings, a trustee of Lakeside School and an advisor for the University of Washington Brotman Baty Institute of Precision Medicine. She was a general manager with Microsoft Corporation until July 1999. Charlotte Guyman brings to the Board her experience as a past senior executive of a public corporation and her financial expertise as the former chairman of a major academic medical center. AJIT JAIN, age 73, has been a director of the Corporation and the Corporation’s Vice Chairman – Insurance Operations since 2018. Mr. Jain has been employed by the Berkshire Hathaway Insurance Group since 1986 and has been an Executive Vice President of National Indemnity Company, a wholly owned Berkshire subsidiary, since 1996.

  7. May 3, 2025

    Ajit Jain brings to the Board his 38 years of experience in managing Berkshire’s reinsurance operations, one of its most important businesses. During this period he has been responsible for overseeing the assessment and pricing of many of the largest and most complex risks ever insured and as a result generating billions of dollars of capital for deployment by the Corporation. THOMAS S. MURPHY, JR., age 65, was elected a director of the Corporation on December 19, 2022. For more than the past five years he has been a partner of Crestview Partners, a private equity firm he co-founded in 2004. Prior to starting Crestview Partners, Mr. Murphy was a partner at Goldman Sachs & Co. In addition to serving on the boards of several private companies, Mr. Murphy serves on the boards of New York University, NYU-Langone Health and the Inner-City Scholarship Fund. Additional Qualifications: Thomas Murphy brings to the Board his substantial financial experience as a partner of Crestview Partners and as a partner of Goldman Sachs & Co. WALLACE R. WEITZ, age 75, was elected a director of the Corporation on April 30, 2022. Mr. Weitz founded the investment management firm Weitz Investment Management, Inc. in 1983 as Wallace R. Weitz & Company and has since served in various roles at Weitz Investment Management, including Chief Investment Officer, President and Portfolio Manager. Mr. Weitz manages the Partners III Opportunity Fund and co-manages the Weitz Multi-Cap Equity Fund, each of which is managed by Weitz Investment Management. He is on the board of directors of Cable One, a leading broadband communication provider. Mr. Weitz serves on the board of the Joslyn Art Museum and certain other non-profit boards. Additional Qualifications: Wallace Weitz brings to the Board his substantial financial experience as an investor in public companies and as a director of a public company. MERYL B. WITMER, age 63, has been a director of the Corporation since 2013. For more than the past five years, Ms. Witmer has been a managing member of the General Partner of Eagle Capital Partners, L.P., an investment partnership. From 1989 through the end of 2000, she was one of two General Partners at Buchanan Parker Asset Management which managed Emerald Partners L.P., an investment partnership. Additional Qualifications: Meryl Witmer brings to the Board her experience and financial expertise as a manager of an investment fund. When the accompanying proxy is properly executed and submitted, the shares it represents will be voted in accordance with the directions indicated thereon or, if no direction is indicated, the shares will be voted in favor of the election of the 13 nominees identified above. The Corporation expects each nominee to be able to serve if elected, but if any nominee notifies the Corporation before the Annual Meeting that he or she is unable to do so, then the proxies will be voted for the remainder of those nominated and, as designated by the directors, may be voted (i) for a substitute nominee or nominees or (ii) to elect such lesser number to constitute the whole Board as equals the number of nominees who are able to serve.

  8. SUMMARY COMPENSATION TABLE

    SUMMARY COMPENSATION TABLE

  9. SUMMARY COMPENSATION TABLE

    | Name and Principal Position | Year | Annual Compensation | | All Other Compensation | Total Compensation | | | | Salary | Bonus | | | | Warren E. Buffett | 2024 | $100,000 | $— | $305,111 (1) | $405,111 | | Chief Executive Officer/Chairman | 2023 | 100,000 | — | 313,595 (1) | 413,595 | | | 2022 | 100,000 | — | 301,589 (1) | 401,589 | | Gregory E. Abel | 2024 | 21,000,000 | — | 17,250 (3) | 21,017,250 | | Vice Chairman-Non Insurance Operations | 2023 | 20,000,000 | — | 16,500 (3) | 20,016,500 | | | 2022 | 16,000,000 | 3,000,000(2) | 15,250 (3) | 19,015,250 | | Ajit Jain | 2024 | 21,000,000 | — | 17,250 (3) | 21,017,250 | | Vice Chairman-Insurance Operations | 2023 | 20,000,000 | — | 16,500 (3) | 20,016,500 | | | 2022 | 16,000,000 | 3,000,000(2) | 15,250 (3) | 19,015,250 | | Marc D. Hamburg | 2024 | 4,062,500 | — | 18,546 (3) | 4,081,046 | | Senior Vice President/CFO | 2023 | 3,812,500 | — | 40,961 (3) | 3,853,461 | | | 2022 | 3,567,300 | — | 17,330 (3) | 3,584,630 |

  10. SUMMARY COMPENSATION TABLE

    | (1) Represents the costs of personal and home security services provided for Mr. Buffett and paid by Berkshire. The costs of personal and home security are being reported as all other compensation as required by SEC Release No. 33872A. |

  11. SUMMARY COMPENSATION TABLE

    | (2) Discretionary bonus authorized by Mr. Buffett. |

  12. SUMMARY COMPENSATION TABLE

    | (3) Represents contributions to subsidiary defined contribution plans. Also includes personal aircraft use by Mr. Hamburg of $1,296 in 2024, $24,461 in 2023 and $2,080 in 2022. |

  13. PAY VERSUS PERFORMANCE TABLE

    PAY VERSUS PERFORMANCE TABLE

  14. PAY VERSUS PERFORMANCE TABLE

    | Year | Summary (1) Compensation Table Total for PEO ($) | Compensation (1) Actually Paid to PEO ($) | Average (1) Summary Compensation Table Total for Non-PEO NEOs ($) | Average (1) Compensation Actually Paid to Non-PEO NEOs ($) | Value of Initial Fixed $100 Investment Based on: | | Net (4) Earnings ($ in billions) | Company (5) Selected Measure | | | | | | | Total (2) Shareholder Return ($) | Peer Group (3) Total Shareholder Return ($) | | | | 2024 | 405,111 | 405,111 | 15,371,849 | 15,371,849 | 200.51 | 227.67 | 89.6 | | | 2023 | 413,595 | 413,595 | 10,996,615 | 10,996,615 | 159.79 | 168.05 | 97.1 | | | 2022 | 401,589 | 401,589 | 10,428,782 | 10,428,782 | 138.01 | 151.66 | (22.0) | | | 2021 | 373,204 | 373,204 | 10,364,000 | 10,364,000 | 132.71 | 127.58 | 90.9 | | | 2020 | 380,328 | 380,328 | 10,348,188 | 10,348,188 | 102.42 | 106.96 | 43.3 | |

  15. PAY VERSUS PERFORMANCE TABLE

    | (1) Warren E. Buffett was the named Principal Executive Officer (“PEO”) for each of the five years included in the Pay Versus Performance Table (“Table”). Gregory E. Abel, Ajit Jain and Marc D. Hamburg were named executive officers (“NEOs”) for each of the five years included in the Table. Charles T. Munger, former Vice Chairman who died on November 28, 2023, was a NEO between 2020 and 2023. |

  16. PAY VERSUS PERFORMANCE TABLE

    | (2) Represents the cumulative total return on $100 invested in Berkshire Common Stock on December 31, 2019 as of December 31 of each year listed in the Table. |

  17. PAY VERSUS PERFORMANCE TABLE

    | (3) It is difficult to identify a Berkshire peer group. Berkshire uses the S&P 500 Property & Casualty Index in preparing its performance graph as required by Item 201(e) of Regulation S-K. Accordingly, that index is utilized for purposes of preparing the Table. |

  18. PAY VERSUS PERFORMANCE TABLE

    | (4) Under existing Generally Accepted Accounting Principles, unrealized gains and losses on equity security investments are required to be included in earnings. Accordingly, due to the large size of Berkshire’s equity investment portfolio and the volatility in equity markets there can be significant volatility in Berkshire’s periodic net earnings. |

  19. PAY VERSUS PERFORMANCE TABLE

    | (5) Berkshire does not use any financial performance measure in setting the compensation of its PEO or NEOs. |

  20. PAY VERSUS PERFORMANCE TABLE

    As disclosed in the Compensation Discussion and Analysis section of this proxy statement, the annual base compensation of Berkshire’s PEO (Warren Buffett) has been $100,000 for more than 40 years. Excluding Mr. Munger whose total annual compensation was $100,000 in each of the four years ending December 31, 2023, the average Non-PEO compensation increased 11.7% during the five years ended December 31, 2024. During the same five-year period, Berkshire’s total shareholder return was 100.5% or 14.9% compounded annually.

  21. CEO Pay Ratio

    CEO Pay Ratio As mandated by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and required under Item 402(u) of Regulation S-K (“Item 402(u)”), we are disclosing the median of the annual total compensation of all employees of Berkshire and its subsidiaries other than Berkshire’s CEO and the annual total compensation of Berkshire’s CEO, Warren E. Buffett. In preparing this disclosure, Berkshire considered the fact that the Securities & Exchange Commission (“SEC”) issued interpretive guidance to assist registrants in complying with the SEC’s Pay Ratio reporting requirements. Among other things, the SEC’s guidance addressed the use of reasonable estimates, assumptions and methodologies. Berkshire also considered that Mr. Buffett’s annual salary has been $100,000 for over 40 years and that Mr. Buffett receives no bonus or any form of equity-based compensation. Additionally, Berkshire has over 60 separate operating groups, many of whom have multiple separate operating groups. Accordingly, the identification of the median employee’s annual total compensation of the 392,500 Berkshire subsidiary employees is a significant task. In light of the fact that Mr. Buffett’s total compensation is far less than almost all public company CEOs, Berkshire believed that the cost/benefit of complying precisely with the requirements of Item 402(u) would provide little, if any, useful information to its shareholders. Therefore, Berkshire used a judgmental sample representing approximately 2/3 of the total employees of Berkshire and its subsidiaries to determine the median employee’s compensation. The median employee was determined as of December 31, 2023 using 2023 W-2 wages for all U.S. employees and equivalent taxable compensation for all non-U.S. employees included in the sample. The median employee determination included all employees within the sample group who were employed at December 31, 2023. The annual total compensation for the median employee was calculated using the same methodology for calculating the total compensation in accordance with Item 402(c)(2)(x) of Regulation S-K. Instruction 2 to Item 402(u) of Regulation S-K states that a registrant is required to identify its median employee once every three years provided that during the last completed year there has been no change in a registrant’s employee population or employee compensation arrangements that the registrant reasonably believes would result in a significant change to its pay ratio disclosure. Berkshire does not believe that there have been any changes in its employee population or employee compensation arrangements that would result in a significant change in its pay ratio disclosure. Based on the information obtained as described in the preceding paragraphs, the ratio of Mr. Buffett’s annual total compensation ($405,111) to the annual total compensation of the median employee in 2024 ($82,106) was 4.94 to 1.

  22. Director Compensation

    Director Compensation Directors of the Corporation or its subsidiaries who are employees or spouses of employees do not receive fees for attendance at directors’ meetings. A director who is not an employee or a spouse of an employee receives a fee of $900 for each meeting attended in person and $300 for participating in any meeting conducted by telephone. A director who serves as a member of the Audit Committee receives a fee of $1,000 quarterly. Directors are reimbursed for their out-of-pocket expenses incurred in attending meetings of directors or shareholders. The Company does not provide directors and officers liability insurance to its directors. The following table provides compensation information for the year ended December 31, 2024 for each non-management member who was a member of the Corporation’s Board of Directors during 2024.

  23. Director Compensation

    | | Fees Earned or Paid in Cash | Total | | Howard G. Buffett | $2,700 | $2,700 | | Susan A. Buffett | 1,500 | 1,500 | | Stephen B. Burke | 2,700 | 2,700 | | Kenneth I. Chenault | 2,700 | 2,700 | | Christopher C. Davis | 6,700 | 6,700 | | Susan L. Decker | 6,700 | 6,700 | | Charlotte Guyman | 2,700 | 2,700 | | Thomas S. Murphy, Jr. | 2,700 | 2,700 | | Ronald L. Olson | 2,700 | 2,700 | | Wallace R. Weitz | 6,700 | 6,700 | | Meryl B. Witmer | 6,700 | 6,700 |

  24. Communications with the Board of Directors

    As You Sow Foundation, owner of shares of Berkshire Common Stock with a value in excess of $15,000 for at least two years intends to present for action at the meeting the following proposal. WHEREAS: The United States is facing a nationwide, climate-related insurance crisis. Global insured losses from natural catastrophes in 2023 exceeded $100 billion for the fourth consecutive year.(44) These growing losses have translated into dramatic insurance cost increases. Premiums nationwide rose 34% between 2017 and 2023, with prices increasing at a rate 40% faster than inflation.(45) Insurance coverage has also declined in critical markets. In 2023, 12% of homeowners lacked insurance, up from 5% four years earlier, as states like California and Florida become uninsurable due to climate-driven disasters.(46) Berkshire Hathaway Inc.’s Property & Casualty reinsurance business saw its losses increase from $9.8 billion in 2021 to $12.6 billion in 2023, and Berkshire’s Primary Insurance Group losses increased from $8.1 billion to $11.2 billion in the same time frame.(47) Berkshire’s subsidiary AmGUARD recently announced it will drop over 50,000 homeowner and personal umbrella policies in California.(48) Despite this growing insurance crisis, Berkshire continues to invest in and underwrite high-carbon business sectors, which exacerbates extreme weather and increases systemic climate risk. Berkshire holds $95.805 billion in fossil fuel-related shares and bonds.(49) In its 2017 reporting to California, Berkshire indicated that fully 38% of its life insurance investments were in fossil fuel assets.(50) Unlike most large insurance companies, Berkshire continues to underwrite new coal projects; its utility subsidiary, Berkshire Hathaway Energy, owns at least eleven coal power plants and has partial stakes in thirteen others.(51) Berkshire’s current investments in the fossil fuel sector exacerbate physical climate risk to policyholders and to the Company itself, and increases portfolio risk to investors. Reducing its investment in the fossil fuel sector will help reduce climate risk. BloombergNEF concludes that to achieve the science-based, global goal of net zero emissions by 2050, the global financing ratio of investments in low-carbon energy to fossil fuels must reach a minimum of 4:1 by 2030.(52) Disclosure of Berkshire’s current clean energy financing ratio will indicate to investors whether Berkshire is decreasing its contribution to climate change and investing in alignment with Paris climate goals or continuing to contribute to growing climate risk. RESOLVED: Shareholders request that Berkshire annually disclose its clean energy financing ratio, defined as its total financing in low-carbon energy as a proportion of its investment in fossil-fuel energy. The disclosure, prepared at reasonable expense and excluding confidential information, should describe the Company’s methodology, including what it classifies as “low carbon” and “fossil fuel.” SUPPORTING STATEMENT: At Company discretion, the clean energy financing ratio should include all Berkshire’s material investment mechanisms, including debt, equity, and project finance. THE BOARD OF DIRECTORS UNANIMOUSLY FAVORS A VOTE AGAINST THE PROPOSAL FOR THE FOLLOWING REASONS: Berkshire’s Board recommends a “no” vote on this proposal. The Board does not believe it is relevant, necessary or in the best interests of shareholders to disclose its “clean energy financing ratio.” A clean energy financing ratio metric is primarily targeted at bank financing activities, examining transactions underwritten by banks for the energy sector. The metric is primarily utilized to measure progress toward a net zero or other emissions reduction goal intended to finance the transition to a low-carbon economy. However, the metric has not been widely utilized, even in the financial sector. Berkshire is not a bank. The proposal’s effort to require disclosure of a ratio of total financing in low-carbon energy as a portion of investment in fossil-fuel energy in investment mechanisms will not lead to the production of information that is meaningful to investors. Berkshire’s Board believes it would be imprudent to disclose such a ratio due to, among other reasons, the lack of any standardized calculation methodology. Significant variables such as economics, energy prices, the development and availability of new technologies, the influence of external policies and other factors render such a calculation of questionable value. (44) https://www.ft.com/content/28bbd550-76f2-4207-8d25-91f8be26972d (45) https://www.insurancejournal.com/news/national/2024/09/26/794409.htm; https://www.newyorker.com/news/the-financial-page/the-home-insurance-crisis-that-wont-end-after-hurricane-season (46) https://www.npr.org/2024/03/03/1233963377/auto-home-insuance-premiums-costs-natural-disasters-inflation (47) https://www.berkshirehathaway.com/2023ar/2023ar.pdf p.K-38, K-39 (48) https://uphelp.org/over-50000-to-lose-homeowners-insurance-as-two-more-insurers-exit-california/ (49) https://investinginclimatechaos.org/data (50) https://interactive.web.insurance.ca.gov/apex_extprd/f?p=250:40:16374315235923::NO (51) https://www.budget.senate.gov/imo/media/doc/Budget%20Committee%20Letters%20to%20Insurance%20Companies.pdf (52) https://assets.bbhub.io/professional/sites/24/BNEF-Bank-Financing-Report-Summary-2023.pdf For the foregoing reasons, the Board recommends that our shareholders vote against this proposal.

  25. Proposals of Shareholders

    | 3. | Shareholder proposal requesting that the Company disclose the highest NEO’s pay ratio. |