The Morning Report
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The Los Angeles Times today dove into the confusion about disclosures in Sempra Energy CEO Donald Felsinger’s annual pay.
He got a sweet raise, but the Times notes that investors may not be able to discern that from reports filed with the Securities and Exchange Commission. Journalists had trouble, too.
The Associated Press reported that Felsinger earned $7.7 million in 2006. The Union-Tribune pinned it at $12.2 million.
The Times explains:
A proxy statement filed by San Diego-based Sempra, which owns Southern California Gas Co. and San Diego Gas & Electric Co., is an example of the corporate gobbledygook that caused Securities and Exchange Commission Chairman Christopher Cox last week to scold some companies for “over-lawyering” documents. Under new SEC rules, proxy statements are supposed to clearly spell out how much executives earn. …
A careful examination of Sempra’s proxy statement filed Tuesday would reveal that fledgling CEO Felsinger received a nearly $10-million raise, which gave him total pay of $12.2 million in 2006, the year he took the jobs vacated by retiring Chairman and Chief Executive Stephen Baum. In 2005, Felsinger earned $2.85 million as president and chief operating officer.
But there’s more to those numbers than meets the eye.
Nearly $5.9 million of the 2006 pay is listed restricted stock awards, gifts of shares that have strings attached. The terms of restricted stock often require executives to remain employed for a set number of years before he or she acquires full ownership of the shares. Sometimes performance targets also must be met.
… the real amount that Felsinger was awarded in restricted shares could be $5.9 million to $7.77 million, depending on whether the bulk of the award was discounted a little or a lot.