Apple said Monday that its shareholders have approved a so-called "say on pay" proposal, contrary to the results it had reported earlier.
The company informed the Securities and Exchange Commission that a filing last week "incorrectly reported the voting percentages for shareholder-submitted proposals because abstentions were counted as 'No' votes." At Apple's February 25 shareholders meeting, shareholders had seemingly rejected a "say on pay" resolution that would have let them weigh in on policies regarding executive pay and compensation.
After a recount, Apple told the SEC on Monday, it turned out that a majority of votes had been cast in favor of the resolution, officially known as Shareholder Proposal No. 5 Regarding Advisory Vote on Compensation. The mistake in the earlier count was the result of human error, according to the company.
Shareholders should be able in 2010 to start telling Apple's board for the record what they think of executive compensation policies. "Apple is committed to implementing an advisory Say on Pay vote next year," the company said.
CUPERTINO, Calif.--Apple shareholders approved a non-binding resolution Tuesday asking the board of directors to give shareholders input on executive compensation.
Preliminary results of the voting were not immediately available following the close of Apple's annual meeting of shareholders, but the proposal required a simple majority to pass. Another shareholder proposal to create a board committee on sustainability and environmental protection was rejected.
Scott Adams, representing the AFL-CIO, urged shareholders to demand a "say on pay," bemoaning the runaway surge in executive compensation. "The U.S. system for paying the CEO is broken," he said.
Later, during an open question-and-answer session, Apple CEO Steve Jobs joked, "I'm hoping the say on pay proposal will help me with my dollar a year." Jobs draws just $1 dollar a year in salary, but is a major shareholder in the company and tends to receive other forms of compensation, such as stock grants. Last year Apple said it was considering additional forms of compensation for Jobs.
Apple had no immediate comment on the approval of the non-binding resolution.
UPDATED: See lengthly explanation below.
Apparently blessed with the best salary-negotiating skills in the universe, AMD CEO Hector Ruiz is getting a raise.
After spending most of Thursday apologizing to financial analysts for AMD's performance in 2007, the company revealed in a filing with the Securities and Exchange Commission that Ruiz's compensation agreement was amended on Wednesday with his new salary: $1,124,000. Earlier this year, AMD said Ruiz made $1,046,358 in base salary (click for PDF) during 2006, with a total compensation package for the year of $12,848,435.
AMD's stock is down 60 percent in 2007. The company is about to write off some "material" portion of the $3.2 billion in goodwill it assigned to the acquisition of ATI Technologies, a sign that the company way overpaid for the graphics chip maker in 2006. AMD's decision to favor Dell over channel partners when it came to chip distribution backfired when Dell ran into all of its problems, dooming AMD to a $611 million first-quarter loss. And Barcelona, the quad-core processor AMD spent years hyping, won't arrive in any kind of major volume until the first quarter of next year due to a series of technical glitches.
But other than that, AMD's board of directors must have figured that Ruiz had a pretty good year. The move should allow Ruiz to remain the highest paid CEO among his peers in the semiconductor industry on Forbes' annual list of CEO pay next year.
UPDATED: 12/14: So as you might imagine, AMD called back today about this story.
It turns out that a senior member of AMD's public relations staff erred when confirming Thursday afternoon--prior to publishing this report--that Hector was given a raise this week. The raise in question actually came last year, and the $1,046,358 in the proxy statement reflected that Hector spent part of 2006 making $950,000, and part of 2006 making $1,124,000. Hector's annual salary rate has changed slightly since then, but by just $24,000 or so to reflect a different accounting treatment of a car expense.
Why did the SEC filing with the new rate come out yesterday, and not 18 months ago? They're not sure. Why did the representative and the people he spoke with not know how much money their boss was making? Also a good question.
But in any event, that's how this all happened. And Ruiz is still the highest-paid CEO in the semiconductor industry.
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