A fond farewell at CA Inc. …

May 17, 2010

We, and others, have had an eye on the comings and goings at CA Inc. (CA), the IT management software company in Islandia, New York. In the process, we can’t help but notice that one common denominator is the cash that keeps going to its executives, whether they’re coming or going.

On May 7, Sonya wrote about the employment agreement the company gave newly minted Chief Executive William “Bill” McCracken. But late on Friday, the company also filed its 10-K, and with it the Separation Agreement and General Claims Release it entered into on March 15 with John A. Swainson, McCracken’s predecessor as CEO.

As executive separation agreements go, it’s pretty streamlined: Six pages, 20 clauses, and $5.4 million in cash, representing double his salary plus target bonus, and then a prorated bonus for the year of termination. He also gets 18 months of health-care coverage under COBRA, a $28,004 value.

The rest of the package is harder to gauge: The agreement provides that the company will accelerate the vesting on any restricted stock that he holds that would have vested in the two years through March 15, 2012. According to the company’s last proxy, filed in July, that would include any awards under the 2008-2010 Long-Term Incentive Plan and the 2009-2011 LTIP. Just how many shares Swainson will actually hold from those programs isn’t clear; tentative figures put on them last summer totaled $2.46 million, but that includes a number of assumptions; moreover, it was 10 months ago.

Presumably Swainson also gets to keep the $2.3 million he had accumulated under the company’s deferred compensation arrangements through last year’s proxy, plus any earnings or company contributions since then.

All in all, not quite as cheery as the hello McCracken got — but it’s far from a chilly farewell.

Leave a Reply

You must be logged in to post a comment.