First Horizon’s gold star…
As footnoted regulars know, companies that file late on a Friday, especially before a holiday weekend, tend to be trying to hide something. So it’s not entirely clear to me why First Horizon (FHN) waited until late last Friday to file this preliminary proxy. One would think they’d want to shout some of the things they’ve done from a Memphis rooftop.
Among the things that caught my attention was the addition of a “double trigger” clause, which, following a change in control, requires the executive to lose his job in order to collect the pot of gold. In the merger-crazy banking world, it’s pretty standard for the executive to collect simply because he’s no longer CEO, or no longer reporting to the CEO. Indeed, that’s what the job title of “vice chairman”, as I wrote about here was invented for. And don’t forget John Kanas, the former head of North Fork Bank (old ticker: NFB) who as we footnoted here got the pot, a hefty gross-up and a sweet consulting gig too.
And, speaking of gross-ups, that was another thing that First Horizon eliminated in the past year: providing gross-ups for various perks that executives received. Though the dollar figure wasn’t all that significant, judging by the 2006 proxy, which showed total tax reimbursements for perks of under $10,000, it’s more about the symbolism than the dollar amount.
Finally, I’m working with a bit of a swollen head this morning, after catching this headline on an item by Felix Salmon at Portfolio. While my mom might agree (and is inducting Felix in her kugel-for-life club), it’s really the hunt (and footnoted’s great readers) that makes this so much fun.