<div class="KonaFilter image-container display-table float_right"><div><div class="image on-image"></div></div></div>Along with his new title as CTO, Oracle cofounder Larry Ellison's tremendous pay package is also trending down.
In fiscal 2014, the former CEO earned $67.3 million, mostly in stock options, according to <a href="http://www.sec.gov/Archives/edgar/data/1341439/000119312514350236/d778087ddef14a.htm#toc778087_21">forms filed with the SEC</a>.
Specifics are: $1 in salary, $741,384 in "Non-Equity Incentive Plan Compensation," which most people would call a bonus, nearly $65 million in stock options, and over $1.5 million in perks.
That's quite a bit less from 2013, when he was paid $78.4 million, mostly in stock options. And far lower than the year before, $96.2 million.
When his 2013 pay was a revealed, activist investor group CtW Investments balked <a href="http://www.businessinsider.com/is-larry-ellison-worth-over-78-million-a-year-investor-demands-a-pay-cut-2013-9">and lobbied the board to stop throwing so many stock options at him.</a> Top proxy adviser firm Institutional Shareholder Services agreed with CtW and recommended that shareholders vote against Oracle pay packages. 
Oracle's board <a href="http://www.businessinsider.com/shareholders-ellisons-pay-is-too-high-2013-11">argued back that Oracle is an unbelievably profitable company and Ellison was its kingpin</a>. However, Ellison did try and appease them. He turn down his $1.2 million cash bonus for fiscal 2013.
Despite another pay cut, Ellison is not in danger of landing in the poor house. He's Oracle's biggest shareholder, with a 25% stake, owns vast holdings in real estate and other businesses, and is the world's fifth-richest person, worth about $49 billion, <a href="http://www.forbes.com/profile/larry-ellison/">reports Forbes</a>. 
New co-CEOs Mark Hurd and Safra Catz also had a pay cut in 2014 to $37.7 million apiece. They were paid $44 million each in 2013, mostly in stock options. 
The SEC forms included a bunch of fun details on perks for these top execs, too. 
<ul>
<li>For instance, Hurd and Catz have 401K accounts and as employees, are entitled to their 401K match. So Oracle kicked in $5,100 apiece to their respective 401Ks. (Even multi-millionaires need to save for retirement!)</li>
<li>Ellison famously owns a collection of airplanes, set up in a cutely named company called A Wing and a Prayer. When Ellison travels on business in these planes he owns, Oracle picks up the tab. It paid A Wing and a Prayer $1.4 million last year. It's not unusual for executes to expense business airplane travel on their private jets to their companies, the way employees expense business car travel. Cisco CEO John Chambers, for instance, <a href="http://www.businessinsider.com/cisco-ceo-chambers-charged-28m-for-private-jet-2013-10">does the same with the jet he owns.</a> </li>
<li>Oracle does business transactions with other companies Ellison owns. So, like Walmart, he offers Oracle a low-price promise. If Oracle's board can find another company charging less for these services, Ellison will refund the difference.</li>
<li>Oracle paid a non-refundable $300,000 to a Paramount Pictures for a product placement in a film produced by David Ellison Ellison's son, "Jack Ryan: Shadow Recruit." But the scene with the Oracle product was cut from the movie. </li>
</ul>

Former Oracle CEO Larry Ellison Took A Pay Cut ... To $67 Million

<div class="KonaFilter image-container float_right"><div class="image on-image"></div></div>Chipotle's CEOs are under fire for their insanely high compensation packages.Steve Ells and Monty Moran made $28.9 million and $28.2 million respectively last year, according to company <a href="http://ir.chipotle.com/phoenix.zhtml?c=194775&amp;p=irol-SECText&amp;TEXT=aHR0cDovL2FwaS50ZW5rd2l6YXJkLmNvbS9maWxpbmcueG1sP2lwYWdlPTEwMTQ3ODk5JkRTRVE9MSZTRVE9NzMmU1FERVNDPVNFQ1RJT05fUEFHRSZleHA9JnN1YnNpZD01Nw%3d%3d">filings.</a>The amounts represent a 15% pay increase for each executive from the previous year. Ells also raked in another <a href="http://ir.chipotle.com/phoenix.zhtml?c=194775&amp;p=irol-SECText&amp;TEXT=aHR0cDovL2FwaS50ZW5rd2l6YXJkLmNvbS9maWxpbmcueG1sP2lwYWdlPTEwMTQ3ODk5JkRTRVE9MSZTRVE9NzYmU1FERVNDPVNFQ1RJT05fUEFHRSZleHA9JnN1YnNpZD01Nw%3d%3d">$41.6 million</a> in 2014 by exercising previously awarded stock options.For comparison, Goldman Sachs CEO Lloyd Blankfein <a href="http://dealbook.nytimes.com/2014/01/30/goldman-awards-blankfein-14-7-billion-in-stock-bonus/">made about</a> $23 million in 2013. Chipotle has delivered strong returns in recent years, with the stock increasing nearly 29% in 2014.But shareholders have been putting pressure on Chipotle to reduce its generous compensation plan for Ells and Moran. Their pay packages in 2013, which totaled more than $67 million in 2013, were 10 times the median pay for CEOs at peer companies, the <a href="http://www.denverpost.com/business/ci_28080041/chipotle-executive-pay-under-fire-again">Denver Post reports</a>, citing CtW Investment Group.At the company's annual meeting last year, shareholders <a href="http://www.wsj.com/articles/SB10001424052702304908304579564033918029064">rejected the CEOs' compensation packages</a> by 77% in a non-binding proxy vote. There are a number of pay proposals being voted on at at the company's annual meeting in Denver this week, including one that would require shareholders to sign off on equity compensation before awards are granted by directors, <a href="http://americasmarkets.usatoday.com/2015/03/13/pass-the-hot-sauce-chipotle-co-ceos-get-served-again/">USA Today reports</a>.New York City Comptroller Scott Stringer is among the critics of Chipotle's executive pay plan. "The movement for greater accountability in corporate America has enormous momentum as we head into these annual meetings," Stringer said in a statement to the <a href="http://www.denverpost.com/business/ci_28080041/chipotle-executive-pay-under-fire-again">Denver Post</a>. "For the next two weeks, Denver will be a focal point in the fight to elect directors who can improve diversity, manage climate risk and rein in excessive CEO pay."Chipotle pays workers an average of $8.57 an hour, <a href="http://www.businessinsider.com/how-much-fast-food-jobs-pay-2013-7#!I5stQ">according to Glassdoor</a>, a wage higher than those of Taco Bell, Chick-fil-A, McDonald's, Wendy's, and Burger King. <div class="margin-top"> <h3>NOW WATCH: <a href="http://www.businessinsider.com/9-surprising-facts-chipotle-burrito-bowl-fast-food-2015-3">9 things you didn't know about Chipotle</a></h3> <div> <div> <div class="ooyala-video-player" data-video-autoplay="false" data-video-id="wzeHlmbDrMKPTNKDU0jfcX-sPHjgQYVV" data-player-variable="ooyalapopvideo" id="ooyalaplayer_popvideo" style="width:1280px;height:720px"></div> </div> </div> </div>

Chipotle's CEOs are under fire for their insanely high pay

<div class="KonaFilter image-container display-table float_right"><div><div class="image">REUTERS/Lucy Nicholson People protesting Wal-Mart's wage practices</div></div></div>Proxy advisory firm Institutional Shareholder Services, commonly known as ISS, has issued a new report recommending Wal-Mart shareholders vote against two existing directors, as well as the company's executive compensation proposals.
The report takes Wal-Mart to task for not disclosing information to shareholders regarding investigations into alleged violations by the company of the Foreign Corrupt Practices Act.
ISS notes that as of May 15, Wal-Mart has spent more than $450 million on investigations reviews related to the FCPA allegations, which stem from a <a href="http://www.nytimes.com/2012/04/22/business/at-wal-mart-in-mexico-a-bribe-inquiry-silenced.html?pagewanted=all">2012 New York Times report</a> outlining alleged bribery at the company's Mexican subsidiary. 
From ISS (emphasis ours): 
"We noted in our report last year that the FCPA investigation had continued for approximately 18 months, at a cost to date in excess of $200 million... The company cannot predict at this time the outcome or impact of the on-going government investigations, the shareholder lawsuits, or its own internal investigations and review, but expects to continue to incur additional costs. Shareholders should keep in mind that, according to the company, it has already spent more than $450 million as of May 15, 2014 and these costs only relate to the investigations and the company's compliance program/process improvements in aggregate. Hence, the company could be faced with fines, legal expenses, or other costs depending on the outcome of the investigations, the magnitude of which is unknown at this time."
ISS recommends shareholders vote against former CEO Mike Duke, as well as S. Robson Walton, who is the chairman of the board and beneficial owner of more than 50% of the company's voting stock, according to ISS.
Last year, ISS recommended shareholders vote against Duke, Walton, and then-Audit Committee chair Christopher Williams for similar failings. Each of those directors were ultimately supported by more than 87% of shareholders excluding abstaining voters. 
ISS' recommendations come after CtW Investment Group, <a href="http://ctwinvestmentgroup.com/about/">which works with union-sponsored pension funds</a>, earlier this month <a href="http://ctwinvestmentgroup.com/wp-content/uploads/2014/05/CtW-IG-to-WMT-shareholders-5-19-14-final.pdf">sent a letter</a> to Wal-Mart shareholders urging them to vote against the retailer's executive compensation proposal, as well as director Linda Wolf, chair of the company's Compensation, Nominating &amp; Governance Committee. 
On the issue of executive pay, ISS found, among other things, that certain short-term incentive goals were relaxed, some long-term goals were lowered, and numerous adjustments were made to incentive plan results. ISS notes that most features of Wal-Mart's executive pay program do not, "on an individual basis raise significant concern in the context of the company's size and comparable peers' compensation programs and practices." But ISS says that in the aggregate, "a somewhat troubling picture does emerge from the sum of these parts." 
And while board change at the family-controlled <keyword id="6354851" type="ORGANIZATION" weightage="100" keywordseo="Retail">retail</keyword> behemoth will most certainly not result from the ISS and CtW reports, investors have begun to express displeasure with Wal-Mart via the company's stock.
Over the last year, shares of Wal-Mart are down about 2%, and since the middle of 2012, the stock has essentially been dead money, with the share price range-bound between $70 and $80.
This chart from ISS shows how Wal-Mart has underperformed both the S&amp;P 500 and the food staples index. 
<div class="KonaFilter image-container"><div class="image">Institutional Shareholder Services</div></div>
For its fiscal year ended January 31, Wal-Mart's earnings per share fell 3% from the prior year. Wal-Mart's first quarter results earlier this month <a href="http://www.businessinsider.com/walmart-q1-earnings-2014-5">were also lackluster</a>. Wal-Mart's traffic trends, foreign performance and its faltering return on investment were also outlined <a href="http://www.businessinsider.com/wal-marts-business-struggles-2014-5">here</a>. 
Wal-Mart's annual meeting is scheduled for June 6.
(Via <a href="http://online.wsj.com/news/articles/SB10001424052702304811904579586471454198870?mod=WSJ_qtoverview_wsjlatest&amp;mg=reno64-wsj">WSJ</a>).

Proxy Advisory Firm Reminds Walmart Investors Of The $450 Million The Company Spent On An Ongoing Investigation

<div class="image-container float_right" style="width:400px"><div class="image"></div><a href="http://www.businessinsider.com/cms/posts/edit?id=50abddf3eab8eab77c000009">http://www.businessinsider.com/cms/posts/edit?id=50abddf3eab8eab77c000009</a>HP CEO Meg Whitman</div>Some of HP's investors are deeply disturbed by the company's "ill-advised acquisitions" and want to fire at least two board members at the company's annual meeting later this month, according to <a href="http://www.sec.gov/Archives/edgar/data/47217/000121465913001312/a38131px14a6g.htm">documents filed</a> with the SEC.
After markets closed on Friday, New York City Comptroller John Liu announced that the New York City Pension Funds will vote against the reelection of two of HP's directors: John Hammergren and G. Kennedy Thompson. The pension fund owns 5.5 million shares of HP, a stake of less than 0.3 percent, <a href="http://news.yahoo.com/nyc-pension-funds-seeking-ouster-2-hp-directors-212136320--finance.html">reports the AP's Michael Liedtke</a>.
Last month, four of HP's board members, including chairman Ray Lane, <a href="http://www.businessinsider.com/this-letter-has-hps-board-on-hot-seat-2013-2">met with about 20 of its biggest investors</a> in the hopes of calming an investor revolt. The meeting was spurred, at least in part, by a campaign lead by activist shareholder Richard Clayton, research director of CtW Investment Group, which advises union pension funds. He wants HP's <keyword id="6376563" type="UNKNOWN" weightage="60" keywordseo="Shareholders">shareholders</keyword> to vote out Ray Lane and one or two other directors.
It's common for activist shareholders to file proposals. It's uncommon for those proposals to gain much traction unless the company's board approves of them.
In this case, HP has recommended all of its board members be retained. <a href="http://www.businessinsider.com/this-letter-has-hps-board-on-hot-seat-2013-2">An HP spokesperson previously told Business Insider,</a> "We feel we have the right board in place to turn HP around.”
Obviously, the pension fund's vote won't be enough to fire Hammergren and Thompson, but it could embolden other angry shareholders to follow its lead.
Here's the full text of Liu's letter:
NYC COMPTROLLER JOHN C. LIU, PENSION FUNDS
TO VOTE AGAINST <keyword id="6528042" type="CITY" weightage="60" keywordseo="Hewlett-Packard">HEWLETT-PACKARD</keyword> DIRECTORS
Board Members Failed to Safeguard Investors from Company’s Costly Missteps
******************************************
NEW YORK, N.Y. — City Comptroller John C. Liu today announced that the New York City Pension Funds will vote against two Hewlett-Packard (NYSE: HPQ) directors because of their failure to protect investors from costly, misguided acquisitions. The vote will take place at the company’s annual shareowner meeting on March 20, 2013.
The directors, John H. Hammergren and G. Kennedy Thompson, are members of the board’s Finance and Investment Committee, which bears primary responsibility for oversight failures that led to HP’s disastrous 2011 acquisition of Autonomy Plc. As the two longest-serving directors, they also bear responsibility for approving HP’s ill-advised acquisitions of EDS and Palm, and for the board’s hasty decision to hire Leo Apotheker, whose short-lived tenure as CEO ended shortly after the Autonomy acquisition that he engineered.
“The Autonomy debacle is the latest and most expensive in a series of ill-advised acquisitions and boardroom fiascos that have destroyed tens of billions of dollars in shareowner value,” Comptroller Liu said. “While the board now appears to be taking steps to improve oversight, it will be unable to restore investor confidence without swiftly replacing these two directors.”
HP, which paid $11 billion for Autonomy in 2011, wrote off $8.8 billion of its investment in 2012. HP has attributed $5 billion of the write-off to improper accounting at Autonomy that inflated its pre-acquisition revenues and earnings. HP took additional impairment charges of $9 billion in 2012 in connection with EDS and nearly $1 billion in 2011 that related to Palm.
In approving the Autonomy acquisition, the board and its Finance and Investment Committee ignored the opposition of the company’s own CFO, who believed it cost too much. The Committee also failed to challenge management’s decision to have those responsible for the acquisition’s due diligence report to the strategy group, rather than to the CFO, as is considered best practice. The board also reportedly assumed more revenue growth as a result of the combination than it normally assumes in acquisitions.
HP’s shares are down 61 percent from their 2010 peak. The company, whose performance is in the bottom quartile of its peers over the past three and five years, was among the worst performers of the S&amp;P 500 in 2012.

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Former Oracle CEO Larry Ellison Took A Pay Cut ... To $67 Million

Julie Bort

Chipotle's CEOs are under fire for their insanely high pay

Hayley Peterson

Proxy Advisory Firm Reminds Walmart Investors Of The $450 Million The Company Spent On An Ongoing Investigation

Myles Udland

New York Pension Fund Wants To Oust Two Hewlett-Packard Directors

Julie Bort