Friday, March 27, 2009

What happens when exec pay consultants get hired

You wind up with this month's 57-page proxy report to stockholders, one that reads more like Corporate's version of pork barrel politics. There's something there for everyone -- especially, it seems, the two rival teams of executive pay consultants hired by management and the board of directors.

Also like any pork-driven spending bill, the proxy itself keeps ballooning. Google Documents estimates the word count for the executive bonus sections alone in Gannett proxy reports as follows:
To set 2008 pay, the board's executive compensation committee retained its own consultants: Pearl Meyer & Partners, after conceding control of Hewitt Associates to the Gannett Management Committee.

The end result: A nakedly political document, where the compensation committee appears to have tried appeasing all sides: every consultant, director, and top Gannett executive got a sentence or phrase they can point to -- while thumping their chest in the locker room.

I challenge any shareholder to follow the tortured argument in favor of the 2008 bonuses; it runs across pages 22-25. Take the hair-raising journey of peaks, valleys, switchbacks -- and a major hairpin turn, to arrive at the $2 million, all-cash destination.

(Indeed, having shoehorned every cockamamie argument into those 1,631 words, I wonder if the committee even understood its own findings. I can imagine the four of them on another long, frustrating conference call. "Screw it,'' one director says, finally. "Split the difference. Give Dubow half what he got last year. Let's go, already. I don't want to miss another Desperate Housewives.")

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2 comments:

  1. Hey everybody - Dubow pay - get over it. It's an easy target for anger but it's diverting our attention. Senator John Kerry of Massachusetts in a Feb. 26 statement said he will look into the “disturbing trend that is the disappearance of journalism.”
    We're all victims of an industry-wide tragedy and lately, with Jim's encouragement, we've decided calling Dubow names is our response. Very sad.

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  2. Actually this whole pay consultant thing is classic corporate board CYA. You hire a pay consultant so you have someone to blame if the stockholders rise up and start revolting. Hey, it beats having courage and it saves the corporate directors a ton of time.

    I still shake my head at a company that can bonus-ize corporate execs one week and then tell employees to take unpaid leave (again) the very next week.

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