Kohl’s CEO gets $20M package

Ricardo Torres

Milwaukee Journal Sentinel

USA TODAY NETWORK – WISCONSIN

With a base salary and stock options, new Kohl’s CEO Ashley Buchanan has a total compensation package worth more than $20 million, making him one of the highest paid Wisconsin executives.

The compensations is significantly higher than that of previous CEO Tom Kingsbury.

Buchanan took over at CEO of the Menomonee Falls-based retailer in January and received a $3.75 million signing bonus. More details about his compensation has been made public through a filing with the U.S. Securities and Exchange Commission .

According to Kohl’s proxy statement filed before its annual shareholders meeting, Buchanan is receiving a annual salary of $1.475 million. His compensation also includes:

•A one time payment of $2 million of restricted stock which he can collect after his one year anniversary with the company.

•A one time payment of $15 million of restricted stock units which can be paid out evenly after the first, second and third anniversary with the company.

•An annual long-term equity incentive award target of at least $9 million, with eligibility for annual equity awards beginning this spring.

He also gets various 'perquisites' which include using a private or chartered plane for up to 30 hours a year or up to $180,000; a personal leased vehicle worth up to $21,600 per year; a healthcare package worth up to $50,000 a year and personal financial advisory services worth up to $10,000 per year.

The company is also matching donations to charities up to $10,000 per year.

In the proxy statement, Kohl’s said:

'The one-time recruitment awards, including the signing incentive and RSU awards, were granted as part of the overall package to incentivize Mr. Buchanan to accept the CEO role. In determining the size of the awards, the Committee recognized that Mr. Buchanan would incur a loss with respect to cash and equity incentive awards from his former employer that he would forfeit as a result of accepting the offer, as well as a potential investment opportunity loss with respect to invested equity at his previous employer.'

In comparison, Kingsbury also made the base salary of $1.475 million, along with $4.7 million in performance stock units and a long-term incentive target of $8.475 million.

Buchanan has been put in charge of trying to turn Kohl’s sales around and set the company up for growth. Before coming to Kohl’s, Buchanan was the CEO of the crafting giant, Michael’s Corp., and was the one that took it private.

Shareholders will be able to have their say in executive compensation at the annual meeting on May 14, as a shareholder proposal is attempting to limit the compensation of executives to 2.99 times the annual salary.

John Chevedden, a shareholder who is the proposing this change, wrote:

'This proposal places no limit on long-term equity pay or any other type pay. This proposal thus has no impact on the ability to attract executive talent and does not discourage the use of long-term equity pay because it places no limit on golden parachutes. It simply requires that overly rich golden parachutes be subject to a non-binding shareholder vote at a shareholder meeting already scheduled for other matters.'

The company is recommending shareholders vote against the proposal.