Microsoft CEO Steve Ballmer received $1.26 million in total compensation in fiscal 2013, down from 2012, largely a result of weak Windows 8 and Surface sales.
The total included a base salary of $697,500 and a bonus of $550,000, which represents only 79 percent of his target award for the fiscal year ended June 30, according to Microsoft’s proxy statement, filed today. (In fiscal year 2012, Ballmer had received 91 percent of his target award bonus, and 100 percent the year before that.)
In setting Ballmer’s bonus, the board noted that the company ended fiscal 2013 with record revenue of $77.8 billion. But it also said:
While the launch of Windows 8 in October 2012 resulted in over 100 million licenses sold, the challenging PC market coupled with the significant product launch costs for Windows 8 and Surface resulted in an 18 percent decline in Windows Division operating income. Slower than anticipated sales of Surface RT devices and the decision to reduce prices to accelerate sales resulted in a $900 million inventory charge.
As in past years, Ballmer, unlike the other top executives, has asked not to receive stock awards as part of his compensation. He already owns about 333 million shares of Microsoft stock — about 4 percent of the outstanding shares.
Chief Operating Officer B. Kevin Turner, who was awarded 100 percent of his target award, again had the highest compensation package, totaling $10.38 million.
Also awarded 100 percent of their target incentive awards were Amy Hood, chief financial officer, and Kurt Del Bene, president of Microsoft’s Office division. Satya Nadella, president of the Server and Tools division, received 105 percent of his incentive award.
Here’s a chart showing compensation for the top executives:
The annual shareholders’ meeting will take place at 8 a.m. Nov. 19 at Meydenbauer Center in Bellevue.
Despite all the headlines revolving around Microsoft’s board of directors recently — everything from activist investors gaining the option of a seat on the board to top investors reportedly pushing to get Bill Gates to step down as chairman — none of that is reflected in the proposals to be voted on at the meeting.
The nine directors up for election are all current board members, including Gates and Ballmer.
(There will be no vote on a board seat for activist investor ValueAct Holdings at this meeting. ValueAct, which owns about 0.80 percent of Microsoft’s outstanding shares, was able to get from Microsoft in August an agreement to allow ValueAct a seat on Microsoft’s board, thereby averting a proxy battle. That ValueAct representative would be appointed to the Microsoft board at the first quarterly board meeting after the Nov. 19 shareholders meeting, and then stand for election along with the other board members at the 2014 annual shareholders meeting.)
Other proposals scheduled to be voted on at the Nov. 19 meeting include:
- Approval of the terms of the executive officers incentive plan
- Advisory vote on executive compensation
- Ratification of Deloitte & Touche as independent auditor
- Reconciliation of non-GAAP and GAAP financial measures