Jamie Dimon had harsh words Wednesday for institutional investors who vote on corporate matters based on the recommendations of proxy advisory services.
“Shame on you,” the JPMorgan Chase CEO told investors at an industry conference in New York City. “I mean, seriously, you should be embarrassed, OK? And do your own homework.”
Dimon’s comments — which he delivered in response to a question about the board of directors’ strategy for CEO succession planning — came two weeks after the majority of JPMorgan shareholders
As part of Dimon’s compensation package last year, he received $52.6 million in stock options. The options, which were designed to keep the longtime CEO in his current position for at least five more years, cannot be exercised until 2026, according to the company’s proxy statement.
The proxy advisory firms Glass Lewis and Institutional Shareholder Services had encouraged investors to reject JPMorgan’s pay packages. Glass Lewis urged shareholders to “consider the company’s sustained disconnect between executive pay and performance over the last nine years.”
Ultimately, only 31% of JPMorgan’s shareholders voted in favor of the nonbinding “say on pay” resolution, down significantly from last year. when 90% of shareholders supported the bank’s executive pay packages.
Regarding the question about CEO succession planning, Dimon said his job as chief executive is “totally up to the board,” a 10-member group that decides “every day whether they want me in this job or not.” He did not provide details on who might eventually succeed him as CEO.
Dimon also took aim Wednesday at investors who complain about the number of shareholder resolutions they must review.
“I hear from people about ‘Well, you know, there’s too many,’ ” said Dimon, who was speaking at the Bernstein Strategic Decisions Conference. “No, there’s not. If you own 100 companies, the average proxy’s got six [resolutions]. That’s 600 there, maybe 10 that matter.”
Dimon also made broader comments Wednesday about corporate America. He pointed to the number of public companies in the United States, which has shrunk since the mid-1990s, and said that private equity firms are part of the reason for the decline.
He emphasized that he is “not against private equity,” but rather questioning what’s happening.
“What do you want in America?” Dimon said. “You want active public markets, [but] we’re driving companies out of the public markets because of litigation, regulation, press, cookie-cutter governance, you’ve got to have this amount of directors and this amount of that.”
He urged investors to consider what the market might look like with fewer public companies.
“I just think we’re slowly destroying corporate America for all the wrong reasons,” he said. “And, you know, if you don’t fix it, folks, you better go private too.”
