Activist expected to pay $ 155 million to CEO after avoiding voting

Activision Blizzard faces a controversial vote in the election of its CEO $ 155 million payment package Monday, critics say, was an attempt to avoid embarrassing reprimands after postponing the match.

The video game company postponed the non-binding “say salary” vote after its regular annual meeting on June 14, postponing the shareholders’ verdict on Bobby Kotik’s salary for a week. Proxy adviser Glass Lewis said he had no precedent for such a move.

Activision said it wanted to counteract “misleading” statements about its payroll by making the changes it had already made to Kotick’s payroll in response to shareholder feedback. The company declined to comment further, but its decision confused analysts and angered investors.

“If we take shareholder voting privilege seriously, then striving for a different outcome can not delay the decision to postpone,” said Glenn Diss, deputy director of the Pension Fund Institutional Investors Board.

“I do not see this as a good reason to do so,” said Neil Macker, a Morningstar analyst with coverage for Activision. Although rare, large companies occasionally fail to pay for votes. “People are moving forward,” he said. Postponing the vote, “all he does is draw attention to it,” he said.

Investors typically approve executive plans with at least 90 percent support, but Activision risked losing this year’s vote. Only 56.8% of its shareholders supported its salary for 2019, and proxy advisors Institutional Joint Stock Services և Glass Lewis advised investors to vote against its 2020 salary.

Most of Kotick $ $ 15 15 պ $ $ $::::::::::::::::::::::::::::::::: Activizon shares surpassed that target after jumping 58 percent in 2020 when affiliate consumers applied for its popular benefits of Crash Bandicoot from World of Warcraft. The strong performance of the shares usually calmed the investors’ dissatisfaction with the excessive salary of the executive, but the large rewards of Kotik were a cause for concern.

Although Activision has made significant changes to address the CEO’s salary issues, his total salary is 2.55 times higher than the average of his peers, according to the ISS. That was 1,560 times more than the average Activision employee, 319 in 2019. Compared to 1 ratio.

Postponing a meeting may be appropriate in some cases, such as when a delayed development changes the facts during a proxy tender or M&A bid, CII said, adding that “Activism is not one of those cases.”

The delay in the vote seems to be a “sign of desperation” – a recent effort to attract investors to support the company due to Kotick’s unexpected surprise.

Management experts said delays in voting on other issues were also rare, but cited 2,000 cases where the Wisconsin Investment Board sued Peerless Systems after the tech company stopped voting on its share option plan. This gave me extra time to get enough support for the petition.

The parties agreed, but not long before the Chancellor of Delaware’s court ruled that “delays specifically aimed at interfering with the validity of a shareholder vote would raise deep judicial suspicions,” noting that the councils should have a “convincing reason” for doing so. for: delays

Following last year’s close payout, Activision doubled its executive investor-related payroll information. “But because of the disappointing, ironic, extraordinary performance of the company, the stock rewards seem very high,” said Betty Huber, Davis Polk’s lawyer.

Although the payroll vote is not mandatory, Activizon seems to be urging investors to focus on changes to the company’s payroll and its strong stocks, he said.

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