ATLANTA — Hewlett-Packard Co.'s shareholders, in a rebuff of management, Wednesday backed a requirement for a shareholder vote before HP's board could adopt a "poison pill" anti-takeover measure.
Carly Fiorina, HP's chief executive, had argued that such a requirement would limit the flexibility of management to react quickly to hostile bids. Poison pills are designed to make a hostile takeover prohibitively expensive by giving existing stockholders the right to buy more shares at a discount in the event of change in ownership.
The nonbinding resolution passed with 1.2 billion shares voted in favor and 942 million against.
"The board will duly consider the recommendations in that proposal," Fiorina said at the company's annual meeting after requesting that the tally be read to her twice.
Another resolution opposed by management -- one calling for a shareholder vote on any executive severance package that is more than three times the executive's salary and bonus -- was too close to call, Fiorina said.