Critical Proposal Cites 'Stupendous' Transfer of Wealth

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NEW YORK ( -- An Omnicom Group shareholder has proposed eliminating stock option awards to the company's top management, the agency holding company disclosed today in regulatory filings.

In a revised proxy filed today with the U.S. Securities and Exchange Commission, Omnicom included a proposal from Robert D. McCrie, a New York-based shareholder, asking for the elimination stock options awarded to officers of the corporation.

'Stupendous' transfer of wealth
The resolution objects to options awards, saying they "represent a stupendous potential transfer of wealth from shareholders to a few officers and employees without reasonable merits for such rewards."

Omnicom's board of directors opposes the resolution, saying in the proxy that "the [board's] Compensation Committee has always carefully evaluated the issuance of options and done so in a manner that has been in the best interests of shareholders."

Omnicom's top management passed on annual cash bonuses and received no stock options in 2002, despite of meeting their targets.

The proposal will be put to a vote at the Omnicom shareholder meeting, scheduled for May 20 in Los Angeles. It will require a two-thirds majority to pass.

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