Jos. A. Bank shareholders vote disapproval of CEO pay

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Jos. A. Bank Clothiers Inc. shareholders voted to reject pay packages for the menswear retailer's top executives at the company's annual meeting Friday, a nonbinding action that may express displeasure with management or, company officials believe, a so-called "golden parachute" provision for CEO R. Neal Black.

The Hampstead-based company, meanwhile, said it is considering potential acquisitions as it plans long-term growth.


Public companies are required to give shareholders what is known as "say on pay," in which they are polled on executive compensation. Black said after the vote that the company plans to survey stockholders on why they rejected the package so that the board of directors could take their opinions into account.

Black earned $2.9 million in salary, bonuses and other compensation for fiscal year 2012, which ended Feb. 2, a year in which its profit fell 18 percent to about $80 million. For Black, it was a pay cut from about $4 million each of the two previous years.


"That's what shareholders want to see," Black said. "They want you to not be compensated when things aren't great."

Black said company officials expect to find that a key issue in the shareholders vote was a provision in his contract, which was recently renewed for two years, giving him 18 months of severance if he loses his job in a corporate sale or merger. Several shareholder advisory firms had raised issue with the provision, as they do with many other companies.

Many shareholders meanwhile raised concerns about the company's frequent sales and giveaways, Black said. The company is working on revamping that strategy, which started during the recession and has continued in the weak economy, he said.

Others asked the company to start offering a dividend in light of its large cash reserves or to buy back some of its outstanding shares. But Black said the company does not plan to change its strategy of investing profits back into the company. Officials confirmed in a release that they are considering possible acquisitions to spur additional growth.