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Colgate-Palmolive: Form, Schedule Or Registration Statement No Filing Party: Date Filed:

The following excerpt is from the company's SEC filing.

Re: Colgate-Palmolive Company (“Colgate” or the “Company”)

2016 Annual Meeting of Stockholders – May 6, 2016

Proposal 3 – Advisory Vote on Executive Compensation

Dear Fellow Colgate Stockholder:

We are writing to ask for your support by voting in accordance with the recommendations of our Board of Directors on all of the proposals included in our Proxy Statement, which was filed on March 23, 2016 and is available at

In particular, we are requesting your support on Proposal 3 – the annual advisory vote on t he compensation paid to our Named Officers (referred to as the “Say-on-Pay Proposal”).

Glass, Lewis & Co., LLC (“Glass Lewis”), a leading proxy advisory firm, has recommended that stockholders vote in favor of our Say-on-Pay Proposal. In contrast, another leading proxy advisory firm, Institutional Shareholder Services, Inc. (“ISS”), has recommended that stockholders vote against this proposal. ISS, which has supported our say-on-pay proposal in all prior years, has expressed concerns regarding pay-for-performance alignment in 2015 and the rationale for additional relative performance awards granted by the Personnel and Organization Committee of the Board (the “P&O Committee”) to Named Officers in 2015.

As described in our Proxy Statement and below, we believe our executive compensation program directly links pay with performance and is in the best interests of the Company’s stockholders. Capitalized terms used herein without definition have the meanings ascribed to them in the Proxy Statement.

Executive Summary

Colgate has a well-established and consistent pay-for-performance philosophy.

Our executive compensation program has always been strongly supported by our stockholders.

Solid operating results were achieved in 2015 despite challenging macroeconomic conditions.

Compensation is directly linked to actual performance.

Compensation program design has evolved to ensure that strong underlying growth is rewarded.

The 2015 relative performance awards, which were subject to demanding performance criteria, rewarded the Company’s strong organic sales growth performance and double-digit Currency Neutral Earnings Per Share Growth in 2015.

Colgate Has a Well-Established and Consistent Pay-for-Performance Philosophy

Our track record of aligning pay and performance is well-established and is governed through comprehensive oversight by the independent directors serving on the P&O Committee with assistance from a nationally recognized independent compensation consultant, Frederic W. Cook & Co., Inc. In 2015, approximately 70-85% of the total compensation paid to the Named Officers was performance-based, and has ranged from 60-90% performance-based since the say-on-pay proposal was first introduced in the Company’s proxy statement in 2010.

In all years, annual and long-term incentive award payouts vary based on the Company’s business performance and, in the case of stock options, the performance of the Company’s Common Stock. One hundred percent of the equity awards granted to our Named Officers are performance-based. The P&O Committee considers stock options to be performance-based since they only have value to the Named Officers if the stock price increases over the six-year term of the option, a shorter horizon than provided by the market standard ten-year term.

Our Executive Compensation...