Attention, Entercom stock owners: The broadcast radio company’s annual shareholder meeting is set for Wednesday, May 10 at its headquarters in the Philadelphia suburb of Bala Cynwyd, Penna.
The annual meeting begins at 8:30am, at which shareholders will have the ability to elect two Class A Directors for a one-year term expiring at the 2018 annual meeting, or until their successors are duly elected and qualified. Shareholders will also be able to elect four directors, in addition to Class A Directors, each for a one-year term.
Also on the agenda: Consideration of the re-approval of the Entercom annual incentive plan.
However, the biggest headlines may revolve around executive compensation, and “advisory votes” that will codify what Entercom’s top executives may collect as salary.
As detailed in a Schedule 14A SEC filing made by Entercom late Friday (3/17), President/CEO David Field signed a new three-year agreement on April 22, 2016 that sees his 2016 salary come in at $974,853 — plus a $1 million signing bonus and additional “incentive compensation” of $1.5 million, awarded on Jan. 20, 2017 to Field.
With the new agreement, Field also received 250,000 restricted stock units that vest 50% after two years, 25% after three years and 25% after four years.
Furthermore, Field was granted 450,000 RSUs which will vest no sooner than May 22, 2019.
Salary and compensation information was also provided for EVP/CFO Stephen Fisher and COO Louise “Weezie” Kramer. Fisher’s salary for 2016 was $641,658, and an agreement set on Feb. 24 provides for a monthly salary of $55,344 for the first two months and initially $36,111 per month thereafter, as previously reported by RBR + TVBR. Fisher will continue as CFO through April 30, 2017; he will remain on the company payroll through January 2018.
Kramer’s 2016 salary was $561,000, and was eligible for a $350,000 performance-based bonus. Additionally, Kramer received a $175,000 cash bonus and $136,091 in quarterly bonuses, on top of the performance-based additional income.
When factoring in the value of the RSUs and all other compensation, Field will see 2016 compensation of $9.36 million. Fisher’s 2016 salary comes in just shy of $1.2 million, while Kramer’s 2016 earnings come in at $1.57 million.
Also of note is director compensation, and former Westwood One Chairman/CEO Joel Hollander pocketed $116,777 for his non-employee role at Entercom. Hollander serves as Chairman of the Audit Committee.
Lastly, Entercom shared the current total voting power at the company, and all ten directors and executive officers have a combined 73% voting power. Company founder Joseph Field commands 61.1% voting power; David Field has 11%. Among investment banks, JPMorgan Chase & Co. holds 4.2% voting power, while Rubicon Advisor LLC has 2.7% voting power in Entercom.
