You’ve got to admire the hustle. Jennifer Rumsey, Cummins CEO and self-appointed Chair of the Board, just survived another vote to split the two roles. It’s the kind of power consolidation that’d make a dictator blush — if dictators wore DEI lapel pins and hosted sustainability panels.
This wasn’t the first attempt to pry her grip (or her predecessor’s) from both wheel and map. Shareholders have voted on it six times now — 2013, 2015, 2019, and every year since 2022. Every time, the board shrugs, issues a statement about “flexibility,” and assures us that “stakeholders are best served” when they’re left in charge of policing themselves.
Sure. That’s gone great so far.
Let’s look at the scoreboard.
Q1 revenue? Down.
Investor guidance? Withdrawn.
Emissions scandal? $1.675 billion fine — no apology.
Executive exits? A revolving door worthy of a Vegas casino.
And in the middle of it all, Rumsey — still holding both reins. Still untouched. Still unreprimanded. She assumed the Chair after Tom Linebarger “retired” in 2023, not long after the emissions fallout began simmering. Linebarger steered Cummins into regulatory hell. Rumsey inherited the seat and the silence.
43% of shareholders now want her split from the boardroom throne. That’s up from 30% in 2015. The writing’s on the wall — but Cummins would rather white it out than read it.
They didn’t even announce the vote tally this time. Said they’d file it with regulators later. Translation? The result was close. Uncomfortably close.
And it should be. Because when a CEO is also the Chair, oversight becomes a punchline. Rumsey isn’t just leading the company — she’s also signing her own permission slips.
Cummins says this duality brings “clarity and efficiency.” But what it really brings is immunity.
From questions.
From scrutiny.
From the kind of accountability that TCAP was built to demand.
You can’t talk about checks and balances while guarding both the chequebook and the scale.
The world is changing. ESG investors are watching. Whistleblowers are talking. And when your CEO can fire the board before the board can fire the CEO — that’s not governance. That’s theatre.
Jennifer Rumsey refused to relinquish power. But power doesn’t last forever.
Not when the rot’s already visible through the gloss.
Lee Thompson
Founder – The Cummins Accountability Project