Outgoing Chief Digital Officer Chris Saridakis (left) is entitled to a generous severance award under certain circumstances described in the latest annual shareholders proxy report. Any award hinges on whether he resigned for "good reason."Problem is, Corporate's terse announcement yesterday did not offer details of those circumstances, so I can't tell whether Saridakis had, indeed, good reason. But assuming he did, the proxy report indicates he would be entitled to as much as $3.26 million in cash and stock.
Any severance pay should eventually become public, because I believe Gannett is required under federal law to disclose that information to the U.S. Securities and Exchange Commission. We'll just have to wait and see.
Until then, however, following are excerpts from the relevant proxy report passages:
"Good reason” would be deemed to exist if:
- the executive is not elected or retained in his or her current positions, or such other senior executive position as the executive may agree to serve in
- the company acts to materially reduce the duties and responsibilities described in Saridakis’s termination benefits agreement
- Saridakis is required to report to anyone other than the company’s president or CEO
- the company materially breaches the applicable agreement with the executive
Saridakis would be entitled to a cash severance payment in an amount equal to two times the sum of (a) his base salary in effect on the termination date and (b) the greater of (i) his most recent annual bonus as of the termination date, or (ii) the average of his three most recent annual bonuses as of the termination date, and his stock options and restricted stock units would vest in full upon termination in amounts equivalent to those reflected in the Potential Payment Obligation Upon Change in Control table.
Getting to the bottom line
His 2010 base salary is $500,000. His most recent cash bonus was $330,000. (GCI has only publicly disclosed his two most recent bonuses, so I can't average his last three.) The value of his options and RSUs in the change in control table are $1.1 million for options, and $831,516 for the RSUs.
Adding all this up, I get as much as the following:
- $1 million (twice his base pay)
- $330,000 (his 2009 bonus)
- $1.1 million in options
- $831,516 in RSUs
- Total: $3.26 million
You should throw in whatever he got from Gannett's $100 million purchase of Ripple 6 in 2005. How this was split among the owners wasn't disclosed, but Saridakis was the COO. Plus the $4.6 milion he got for his remaining holdings, as disclosed by GCI to the SEC.
ReplyDeleteI have to say that he is a true profession. He had an impromptu conversation with several of his employees and he was incredibly positive about Gannett and very complimentary of Gracia and Craig and his fellow execs.
ReplyDeleteHe referenced all the good things that have been accomplished and that Digital is in the best shape it has ever been, but that there is much more to be done.
He mentioned that he is leaving not because of Gannett, but because of what he wants to do and what he is "passionate" about.
A true class act.
Correction: professional.
ReplyDeleteand he was incredibly positive about Gannett and very complimentary of Gracia and Craig and his fellow execs.
ReplyDeleteWouldn't you be if you were just handed a boatload of money????????? LOL!
He may be a decent guy, but none of these millionaires sit around trashing each other. If he thought Gannett was so great, he wouldn't be leaving, and if your quote is accurate he as much as said that.
ReplyDeleteSaying your leaving to do something your passionate about means you aren't passionate about what you're doing now. And who can blame him. The recent upward trend in stock prices does not mean Gannett has pulled out of its death spiral. We're still way down from five years ago.
If the stock goes up just a little bit more, maybe the company will become attractive to bidders and get split into pieces.
If all it took to be successful was being "a great guy", then there would be a lot of wonderful executives out there.
ReplyDeleteI think the complexity of the organization was just too much for him.
And honestly, if I was in his shoes I wouldn't take the severance package for a job I failed to complete.