2018 Guide to Effective Proxies

2.12 Environmental & social disclosure | 195 6 TH EDITION | GUIDE TO EFFECTIVE PROXIES PSEG REPUBLIC SERVICES SALESFORCE.COM, INC. SCHNITZER STEEL INDUSTRIES, INC. CorporateGovernance PSEG2018ProxyStatement 7 political contributions and adherence to company values and sustainability practices, serve to ensure that ourBoard and management operate effectivelywhilemaintaining a keen focus on long-term success. Our director nomination process, including our commitment to diversity, refreshment and constructive evaluation, provides the means for us to present nominees for election each yearwho collectively and individuallymeet the high standards, and possess the requisite skills and experience, expected of thosewho lead ourCompany.TheBoard remains focused on shareholder value, long-term sustainability and strategic vision, in the context of our business environment, competitive landscape and regulatory climate. 9 Corporate Culture and Values TheBoard recognizes its role in continuing to contribute to the future success of ourCompany by promoting a corporate culture and values based on the core commitments of : • Safety; • Continuous Improvement; • CustomerService; • Diversity and Inclusion; and • Integrity. We are very proud of ourmany accomplishments and the awards and recognitionwe have received.We have included a partial list of our achievements on the back cover of this proxy statement. TheBoard regularly reviewsmatters pertaining to corporate governance, including current developments, emerging issues, trends and best practices.During 2017, theBoard considered the implications of such items on board structure and composition, including the diversity and tenure of itsmembers, sustainability and stockholder engagement. Sustainability TheBoard understands that its continued oversight of ourCompany’s commitment to principles of sustainability is of increasing importance to stockholders, aswell as other constituencies.Formore than 100 yearswe have been operating our businesswith a focus on sustainability.This reflects a deep recognition that our continued ability to prosper as a business depends on helping others prosper too.Thus,we emphasize the importance of defining success not only by the bottom line but also by the environmental and social dimensions of performance.We strive to be both systematic and comprehensive in our approach to sustainability issues.Doing so helps us remain true to ourmost important commitments and to further improve performance. EnvironmentalStewardship Sustainable green energy strategies to promote job creation, economic growth and a healthy environment are critically important. Environmental stewardship and sustainability require strong commitments and excellentmanagement.OurEnvironmentalHealth andSafetyPolicy establishes our commitment to conduct our business in a safe and responsiblemanner.Our strong relationshipswith the public sector, renewable energy developers and policymakers help us identify and implement innovative environmental solutions. Our utility investments are designed to enhance system reliability and resiliency,meet our customers’expectations and support public policy objectives.Our efficient and environmentally responsible generation fleet, including a strong component of safe, reliable, clean nuclear energy, utilizes a diversemix of fuel, allowing us to respond tomarket volatility and capitalize on opportunities. PSEG is proud to be a leader in undertaking green energy initiatives.We are a leader in low-carbon energy and have long- advocated for comprehensive legislative solutions and public policies to cost-effectively reduce greenhouse gases.Over the past two decades,we have established and achieved aggressive carbon reduction goals.We have accomplished this through energy efficiency programs, deployment of renewable energy, increasing nuclear output, building clean and efficient natural gas plants and shifting output from coal to natural gas.We are combatting climate change emission reductions through energy efficiency and renewable energy projects.We recently have established a new climate goal to reduce our carbon footprint by lowering our CO2 equivalent emissions. Employee Welfare Our commitment to health and safety is our foremost priority, underscored through our emphasis on a strong safety culture and continual striving for excellence in every part of our operations.Both our culture andmanagement system illustrate our approach ProxySummary SUSTAINABILITY LEADERSHIP Oursustainabilitygoalsandpracticesarecoretoourbusinessandareintegratedintoourbusinessstrategy aswellasourlongtermfinancialtargets.Sustainablebusinesspracticesareembeddedinourday-to-day operations,whichimproveourprofitabilityandsupportlong-termvaluecreationforourshareholders.The Board,throughitsSustainabilityandCorporateResponsibilityCommittee,isresponsibleforoverseeingour management’shandlingofenvironmental,socialandenterpriserisks,includingenvironmentalandcorporate sustainabilityrelatedrisksandopportunitiesposedtotheCompany.Asaresultofthisongoingcommitmentto sustainablebusinesspractices,wehavebeenrecognizedforourleadingperformanceinseveralkeyareas includingemployeeengagement,ethicsandsustainability. SHAREHOLDER ENGAGEMENT Wehaveawell-developedshareholderengagementprogramthatemphasizesyear-roundshareholder engagementanddirectcommunicationwithourBoard.Throughout2017,weengageddirectlywith shareholdersrepresentingapproximately52%ofsharesoutstanding,aswellasproxyadvisors.Keyareasof discussionwithshareholdersinthepastyearincludedenhancementstoourcompensationandcorporate governanceframework,newBoardmembers,sustainabilityoversight,andalignmentofourexecutive compensationwithourstrategicgoals.OurBoardhighlyvaluesthesediscussionsandconsidersthis feedbackinBoarddeliberationsanddecisions. RepublicServices,Inc.2018ProxyStatement 3 Total of 03 pages in section ProxySummary Sustainability Report Schnitzer is a leader in the global recycling industry. Our automotiveandmetalsrecyclingfacilitiespromotesustainability by processing scrap metals for reuse by steel mills and other manufacturers globally, our steel mill produces finished products from recycled metals, and our auto facilities sell millionsofpartsfromend-of-lifevehicles. Steel, our largest traded material, is the world’s number one most recycled material. Using recycled metals in steel manufacturing saves up to 65% in primary energy input, reduces water use up to 91%, and generates up to 92% less wastecomparedtonewlyminedore. As a leader in the recycling industry for almost 110 years, sustainability is in our DNA. It is the reason we embed in our processes a strong focus on environmentally sound practices, employee health and safety, ethics and compliance, and community partnerships. We view our commitment to sustainable business practices and further integration of sustainability into our business as key components of our long-term strategy. In order for us to further develop our sustainability strategy and identify levers and approaches to improve our performance, in fiscal 2017 we appointed a Vice President, Chief Sustainability Officer as a direct report to the CEO. In August 2017, we issued our third annual sustainability report covering our fiscal 2016. By every measure, we continued to show year-over-year improvement in key resource and safety metrics. We lowered our water usage, energy consumption, and carbon emissions. These Key Performance Indicators (KPIs) have been externally verified and assured for accuracy and materiality. We also diverted more waste from landfills both in terms of reducing our internally generated waste and byrecyclinghighervolumesof scrap metal. Our commitment to safety is evident as 87% of ourfacilitiesexperiencedzerolosttimeduetoinjuriesinfiscal 2016.HereareotherKPIresultsforfiscal2016: 15% reduction in water use 11% decline in total energy use 8% reduction in carbon dioxide equivalent emissions/ferrous ton 6% reduction in landfilledwaste per ferrous ton 86% of purchased electricity from renewable sources Schnitzerbelievesoursuccessisintertwinedwiththesuccess of the communities in which we operate. Our charitable foundation, Recycling for a Better Tomorrow , has been supporting communities for eight years now through disaster reliefandourfoodbankdonationprogram.Someexamplesof our active engagement with our communities include gun destruction for the city of Boston, participating in the national Fishing for Energy Initiative (recycling fishing gear recovered from ocean debris), and employee-led cleanup efforts for several cities in our geographical footprint during the globally recognizedEarthDay. In 2017, for the third consecutive year, Schnitzer was named aWorld’sMostEthicalCompanybytheEthisphereInstitute,a global leader in defining and advancing the standards of ethical business practices. Representing endorsements of our commitment to ethical business practices, we also, again, earned the Ethics Inside © Certification and Anti-Bribery ProgramVerification. ToviewourlatestSustainabilityReport,pleasevisit:http://www.schnitzersteel.com/sustainability_report.aspx. 10 | NoticeofAnnualMeetingofShareholdersand2017ProxyStatement SUSTAINABILITY,EQUALITY,ANDPHILANTHROPYATSALESFORCE SUSTAINABILITY, EQUALITY, AND PHILANTHROPY AT SALESFORCE We believe the business of business is improving the state of the world for all of our stakeholders, including our stockholders, customers,employees,community,environmentandsociety.We are committed to creating a sustainable, low-carbon future, advancing equality, and fostering employee success. We try to integrate social good into everything we do. All of these goals align with our long-term growth strategy and financial and operationalpriorities. Protecting Our Planet Weareworkingtoplayameaningfulroleincreatingasustainable, low-carbon future by integrating sustainability into our business operations. This includes managing our own environmental footprint as we continue to grow. In fiscal 2018, we achieved net-zero greenhouse gas emissions and began delivering a carbon-neutral cloud for all customers. We are working toward a goal of 100 percent renewable energy for our global operations, and our data center site selection, green office initiatives, and energysourcingpracticesaredesignedtohelpmanageourfuture carbon emissions. For example, in fiscal 2016, we signed two virtual power purchase agreements in West Virginia and Texas and, in fiscal 2018, we began sourcing 100 percent renewable energy for approximately 90 percent of our urban campus in San Francisco.Inaddition,wearecommittedtoleveragingourpeople, technology and resources to help environmental causes around theworld. InFebruary2018,wewererankedsecondonBarron’s listofthe“100MostSustainableCompanies.” Fostering Employee Success Equality is a core value of Salesforce. We have spearheaded initiatives to advance equal pay, equal advancement, equal opportunity and equal rights for our employees and the broader community. This includes our ongoing public commitment to eliminategender-basedwagedisparitiesinourworkforce.Infiscal 2017, we initiated our Equal Pay Assessment and subsequently adjusted our pay practices to eliminate statistically significant gender-associated differences in pay, committing approximately $8.7 million to this end to date. We continue to review our practicesaspartofourongoingworktoensurethatallemployees at Salesforce are treated equally in pay, opportunity and advancement. The Company has developed robust policies to evaluate pay levels throughout the organization. At Salesforce, we assess and target pay equity across our entire organization on an ongoing basis. As part of our overall commitment to advancing pay equity for all of our employees, we have pledged to evaluate our workforce on an ongoing basis to ensure that employees performing similar work at the same level are paid consistently. In addition, the fiscal 2018 CEO pay ratio has been reviewed with ourCompensationCommitteeandisamongthefactorsitexpects to consider when making future executive compensation decisions. Giving Back Fromourveryinception,Salesforcehasbeencommittedtogiving back.We pioneeredandhaveinspiredothercompaniesto adopt our 1-1-1 integrated philanthropy model, which leverages 1 percent of a company’s equity, employee time and product to help improve communities around the world. Together with the Salesforce Foundation, a 501(c)(3) nonprofit organization, and Salesforce.org, a nonprofit social enterprise, we have given approximately $200 million to charitable organizations, logged more than 2.6 million employee volunteer hours around the world and provided more than 34,000 nonprofit and higher education organizations with the use of our service offerings for free or at a discount. In February 2018, we were ranked first on Fortune’s “Best Workplaces for Giving Back.” We believe that a company candowell,whilealsodoinggoodintheworld. Youcanreadmoreabouttheseinitiativesat: https://www.salesforce.com/company/sustainability/. 16 2018ProxyStatement