Ben & Jerry's cries foul as parent company fires CEO for political activism
Ben & Jerry's claims its parent company unlawfully fired CEO David Stever over his social and political activism, violating its merger agreement.
The Vermont-based ice-cream maker, known for its social activism, said in court documents filed in New York on Tuesday that Unilever informed its board it was replacing Stever for "his commitment to Ben & Jerry’s Social Mission and Essential Brand Integrity and his willingness to collaborate in good faith with the Independent Board, rather than any genuine concerns regarding his performance history."
The company stated the move highlighted "Unilever’s failure to adhere to its contractual obligations" under the merger agreement made when Unilever acquired the ice-cream maker in 2000 for $326 million. It specified the CEO could only be removed after consulting with the board’s advisory committee.
"Unilever announced their decision before the committee had even been appointed and attempted to force the Independent Board into rubberstamping the decision by unilaterally dictating artificial and hasty deadlines," the court documents stated.
Ben and Jerry's said the merger agreement also "protects the Social Mission and Brand Integrity of Ben & Jerry’s, positions the Independent Board as the "custodians" of the same, and obligates Unilever to work with the Independent Board in good faith."
However, the company argued that Unilever "repeatedly failed to recognize and respect the Independent Board’s primary responsibility over Ben & Jerry’s Social Mission and Brand Integrity, including threatening Ben & Jerry’s personnel should the company speak out regarding issues which that Unilever prefers to censor."
Since its founding in 1978, Ben & Jerry's has been known for its left-leaning advocacy, and the Vermont-based ice-cream maker was able to maintain an independent board of directors to continue its progressive activism even after it sold to Unilever in 2000.
But in recent years, the unique structure of the deal that allowed Ben & Jerry's to wade into controversial issues without interference has pulled Unilever into the fray, too.
The biggest lightning rod began in July 2021, when Ben & Jerry’s announced it would no longer sell its products to Israelis in the West Bank, which the company refers to as "Occupied Palestinian Territory."
In 2023, Ben & Jerry's said Unilever announced that it had sold Ben & Jerry’s intellectual property in Israel and the Occupied Palestinian Territory to a distributor who would continue sales in the settlements – a move the ice-cream maker claimed breached its merger agreement.
In March 2024, Unilever, the owner of some 400 brands, announced plans to spin off its ice-cream business — including Ben & Jerry's — after more than a century.
Ben & Jerry's said in court documents Tuesday that Unilever "failed to engage with the Independent Board in good faith regarding how the restructuring will preserve the rights, duties, and obligations specified in the parties’ agreements, including Ben & Jerry’s Social Mission and Brand Integrity and the Independent Board’s authority over the same."
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