The 115-page proxy that Computer Associates (CA) filed yesterday had enough interesting tidbits in it to almost qualify as a beach read. There was the part about director Russell Artzt not standing for re-election, as this Reuters story noted yesterday and another item (reported in the WSJ) about former CEO Sanjay Kumar giving up nearly 850,000 options when he resigned in June 2004.
But other items that jumped out at me included the sharp increase in Kumar’s “other annual compensation” — nearly four times the amount spent in fiscal 2004 when he was working full time as opposed to fiscal 2005 when he only worked for one quarter. And the reason that the company gave for top execs needing a car and driver “to help maintain the confidentiality of business matters while outside the office” seemed a bit contrived. I might be missing a new trend here, but it’s hard to believe that paparazzi are staking out CA’s Islandia offices on their way to the Hamptons.
Also interesting was the big cutback in the use of those hockey and arena football tickets — two teams that Kumar happens to have an ownership interest in. But perhaps the most interesting thing in the proxy was something that wasn’t there at all. For years, former executive vp of sales Stephen Richards had an unidentified relative working at the company and making a lot of money: $903K in fiscal 2004 according to last year’s proxy. That’s twice as much as Richards made that year. This year, however, there’s no mention of the relative, though theoretically he/she could still be working at CA and is no longer disclosed because Richards is no longer at the company.