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Bob Iger Retains Chairman, CEO Titles at Disney Shareholder Meeting

6 Mar, 2013 By: Erik Gruenwedel

Bob Iger

Pension fund groups sought to split titles and curb executive compensation

Shareholders of The Walt Disney Co. March 6 voted against a resolution seeking to split Bob Iger’s hold of both the CEO and chairman of the board titles at the media giant’s annual meeting in Phoenix.

Iger, who has been CEO of Disney since 2005 after replacing Michael Eisner, was named chairman in 2012.

The resolution, brought to the floor by the Connecticut Retirement Plans and Trust Funds, was defeated in a vote among shareholders present and by proxy. The pension group, along with the California State Teachers' Retirement System and PGGM Investments, also wanted executive compensation curtailed, arguing the chairman position should be held by an independent director.

Shareholders approved by 57% of the vote to side with Disney's management in determining executive compensation. A federal law now requires publicly held companies to hold "say-on-pay" votes at annual meetings.

In a January regulatory filing, Disney disclosed it paid Iger more than $40 million in total compensation in 2012, which was 20% more than he received in 2011. The board’s compensation committee defended the raise, saying Disney’s stock appreciated 76% in the fiscal year ended Sept. 30 compared with 30% for the S&P 500.

In the filing, Disney said Iger’s compensation throughout the past three years ranked “near or below the median compensation awarded to his peers.”

Iger’s 2012 compensation included $2.5 million in salary, $9.5 million in stock awards, $7.8 million in option awards, $16.5 million in non-equity incentives, $3.1 million change in pension value and $800,700 for “other” compensation. That category includes $574,331 for security and $190,439 for personal air travel.

Disney mandates its CEO use a corporate jet even for personal travel “for security reasons.”

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