Appliance maker Maytag Corp. disclosed in a U.S. federal filing that it paid no bonus to its top executive in 2003.
The maker of Hoover vacuum cleaners and Jenn-Air and Maytag appliances said in its proxy that Chairman and CEO Ralph Hake earned a salary of U.S. $841,667, up from $800,000 in 2002.
Based on Maytag's performance against financial goals approved by the board at the beginning of 2003, Mr. Hake "was not awarded any annual variable incentive compensation," the company said in the filing.
In January, Maytag reported 2003 net income of $120.1 million, or $1.53 a diluted share, down 36 percent from $188.8 million, or $2.40 a share, in 2002.
Maytag also disclosed that it plans to amend its current shareholder rights plan, or "poison pill," so that it expires 3 years early.
A poison pill is an anti-takeover device giving the target company's shareholders a right to buy shares at a deep discount to fair market value. It is designed to thwart a hostile takeover, such that a predator would feel that swallowing the company would be like swallowing a poison pill.
In the filing, Maytag said its board intends to amend its rights plan so that it expires in December 2005 instead of December 2008. The company said it reconsidered its previous position after shareholder proposals seeking the elimination of poison pills passed at prior annual meetings.
Maytag said, however, that its board believes it needs to retain the right to adopt a rights plan in the future.
The company, which will hold its annual meeting in May, also recommended a "No" vote against a shareholder proposal seeking the annual election of all directors, a measure that has gained majority votes at its past annual meetings.
The appliance maker said its current board structure, with three classes of directors elected to staggered 3-year terms, gives the board greater ability to act in event of a takeover attempt. (Reuters)
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