SEC Watch: Disney’s Iger Cash Take Cut By 28 Percent (But Still Plenty)


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Compensating execs gets a little tougher when all the main measures for a fiscal year are all down: revenue, 4 percent; earnings per share, 20 percent; shareholder return, 7.1 percent and behind the S&P. Luckily for Bob Iger and his top execs, the Disney (NYSE: DIS) board of directors’ compensation committee took a few other factors into account — like the “challenging economic situation” and the 29.1 percent shareholder return over a 5-year span that includes some of the company’s boom years.

A 33.6 percent cut in performance-based bonuses took cash compensation down by 25.6 percent, but the language in the proxy filed with the SEC late Wednesday afternoon suggests it could have been worse. Overall. the total compensation drop was 10.3 percent, skewed by some equity awards granted with new employment deals. CEO Iger’s cash compensation dropped 28 percent, to $12 million from $16.7 million in FY08. His annual package with equity awards totaled $21.5 million, down from $26 million last year. Factor in all the compensation and he still managed $29 million, just slightly under FY08’s $30.6 million. Iger got credit for managing in tough times, for leading the Marvel (NYSE: MVL) acquisition, scheduled to close Dec. 31, and for changing his management team. Some other notes:

— EVP Kevin Mayer was credited for the Marvel deal and the Hulu investment, among other things.

— The top 5 “named” either went without a raise because of the economy or, in the case of outgoing CFO Tom Staggs, deferred an automatic increase.

— That total package for Iger includes nearly $750,000 in “perquisites and personal benefits.” That includes $589,000 for security and $132,374 for air travel.

Board pay isn’t shabby: How much will Sheryl Sandberg make as a new Disney director? More than Steve Jobs, who has declined compensation, but less than Chairman John Pepper, who gets a $500,000 annual retainer. The standard director’s annual retainer is $80,000; $10,000 per committee; deferred stock unit grant of $84,000; and an annual stock option grant of $56.000. Directors are supposed to keep 50 percent of after-tax value of exercised options — and they’re encouraged to own or acquire at least $100,000 worth of stock within three years of being elected. The lowest-paid director during FY09 was just under $200,000. (By comparison, Steve Burke’s annual compensation for being on the Berkshire Hathaway board is $2,700.) It also comes with an important perk for a family with young kids: access to Disney theme parks and entertainment up to $15,000 a year.

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