- Part of her $47 million pay last year was a $10 million "make whole" payment for stock/options she left at Autodesk (ADSK - Get Report) as chairman to join Yahoo! When I went back and reviewed all the Autodesk proxy filings, I calculated that Bartz has $3.3 million in unsold stock or unexercised options at Autodesk the day she signed the deal with Yahoo! -- not $10 million. Why the bump-up?
- When she negotiated her deal with Yahoo!, she used a "financial advisory firm" to negotiate for her. It charged Bartz $150,000 for its negotiating services. She then asked Yahoo! shareholders to pay her back for that amount as part of the deal. She's never paid it back, as far as I know.
- Carol has a long history of fighting for every last scrap of compensation for herself. When she left Autodesk as CEO, it gave her an "appreciation gift" that was valued at $67,500 (we don't know the form of the gift). She asked for -- and got -- Autodesk shareholders to gross-up (or pay) the $33,500 she would have owed the IRS and the state of California for taxes on this gift.
Carol Bartz was paid $47.2 million last year -- her first -- as CEO of Yahoo! ( YHOO). Since it was announced that she would assume the top job on Jan. 13, 2009 through today, Yahoo!'s stock is up 29%. Over that same time, the Nasdaq is up 60%. For her $47.2 million in pay for 2009, Bartz might argue that she created $5 billion in market cap through today as Yahoo!'s market cap went from $18 billion to $23 billion. But she under-performed the market by 52% through today. This suggests her leadership led to the company destroying $5 billion in value (as the company should have a $28 billion market cap today if it just kept pace with the industry). Seagate Spins New Ideas in Hard Drives (Forbes) Comparing her pay and performance to other corporate CEOs also leaves you scratching your head. Much criticized Lloyd Blankfein of Goldman Sachs ( GS - Get Report) was paid $9.6 million for 2009. He created $33 billion in market cap over the same period as Bartz. Goldman's stock price out-performed the market by 117% over this time. So, he creates 6.6 times the market capitalization value as Bartz and got paid one-fifth what she did. How does that math work? Jamie Dimon of JP Morgan Chase ( JPM - Get Report) was paid $9 million for 2009. He created $68 billion in market cap over the same period as Bartz, and JP Morgan Chase out-performed the market by 100% over this time. Let's take a tech example. Steve Jobs of Apple ( AAPL - Get Report) is not a fair comparison, as he received total comp of $1 last year (just as he did in the two previous years). So, let's take his COO, Tim Cook, who made $14 million in total comp last year. He/Steve created $160 billion in market cap over the same period as Bartz, and Apple out-performed the market by 329% over this time. Look at Google ( GOOG - Get Report). After all, hasn't it had a disastrous year in terms of stock price under-performance, exiting China, etc.? Google CEO Eric Schmidt was paid $9 million for 2009. He created $69 billion in market cap over the same period as Bartz. And it turns out that he/the company has out-performed the market by 17% since Bartz was hired.
Is there an example of a tech company more similar to Yahoo!'s size, where they under-performed the market last year? It turns out, there is: Adobe ( ADBE - Get Report). Adobe's Shantanu Narayen was paid $6.6 million for 2009. He only created $6 billion in market cap over the same period as Bartz, and he under-performed the market by 29%. However, he still out-performed Yahoo!'s stock price over the period by 41%. And yet, according to the wisdom of Yahoo!'s board, Bartz is worth $40.6 million more than Narayen last year. Last September, I complained in TheStreet.com that Bartz's pay package was too rich. I said that, if certain very simple hurdles were met, she stood to make $20 to 30 million in the first year of her contract. I also said, with reasonable assumptions about the stock price growth, she stood to make $187 million over the life of the four-year contract. When my article came out, Yahoo complained that my analysis was off and that I'd made wild assumptions to get to my estimate that Bartz would make $187 million over four years. Now, it seems, that number might be low. I don't object to Bartz getting paid for being a CEO. I object to her getting paid $47.2 million in a year where she under-performed her peers by 52% and stands to gain about the same for the next three years whether or not Yahoo!'s stock price budges. Bartz is either a very good negotiator or Yahoo!'s chairman Roy Bostock is a very poor one -- take your pick. Consider these objectionable facts about her pay which remain unaddressed: