NEW YORK — Jones Apparel Group Inc. shareholders won the right to have a say — albeit a nonbinding one — about the firm’s executive compensation at the firm’s annual meeting Wednesday morning.
This story first appeared in the May 21, 2009 issue of WWD. Subscribe Today.
Included on the agenda was a shareholder proposal for an advisory vote by stockholders on executive compensation, more commonly referred to as “Say on Pay.” The proposal, submitted by Calvert Asset Management, passed even though the Jones board had recommended a vote against it.
Stockholders now will have an annual opportunity to vote on an advisory resolution that is proposed by management to ratify the compensation of the named executive officers in the proxy statement. The vote is nonbinding, and would not impact the compensation awarded to the named officers.
Noting after the meeting that such resolutions are on the rise, Wes Card, chief executive officer, said the board had awarded him an $800,000 bonus in 2008, which he elected “not to take due to the performance of the company and the hardships associates are facing” in the current economic climate. His 2008 compensation totaled $5.5 million, including $3.7 million in stock and option awards which, because of vesting schedules and falling stock prices, weren’t necessarily realized.
Card also said the retail environment “feels a little better” with the arrival of warm weather as there’s been an early uptick in sales for shorts, T-shirts, dresses and sandals.
Card’s presentation to shareholders included disclosure that its footwear test concept store, called Shoe Woo, opened at Union Station in Washington Tuesday. It has one other location at Menlo Park Mall and will open the third at 59th Street here after Labor Day, across from Bloomingdale’s. The concept features an assortment from Jones’ stable of footwear brands.
Towards the end of the meeting, held at J.P. Morgan Chase on Park Avenue here, a lone shareholder unexpectedly asked for a voting ballot during the meeting, prompting director J. Robert Kerrey to jokingly ask her after the meeting, “How did you vote?” He noted that, as the only person not voting by proxy, it was much harder to keep her vote under wraps.