RE:RE:CEO CompensationExactly. People should read past the obvious click bait headline and see what the actual compensation setup is.
Here is the chart breakdown from the link:
https://www.sec.gov/Archives/edgar/data/1737927/000114036120017807/brhc10014182_def14a.htm Currency Conversion
Certain of the NEO’s employment agreements specify payments in US dollars, while others specify payments in Canadian dollars. Where payments and Share-based calculations are made in Canadian dollars, throughout this section we have converted Canadian dollars to US dollars using the Bloomberg average exchange rates for:
| | • | Fiscal 2020 of C$1.00 to US$0.7519 for the 12-month period ended March 31, 2020; |
| | • | the fiscal year ended March 31, 2019 (“Fiscal 2019”) of C$1.00 to US$0.7623 for the 12-month period ended March 31, 2019; and |
| | • | the fiscal year ended March 31, 2018 (“Fiscal 2018”) of C$1.00 to US$0.7799 for the 12-month period ended March 31, 2018. |
Summary Compensation Table
The following table sets forth the compensation for Fiscal 2018, Fiscal 2019, and Fiscal 2020 awarded to, earned by, or paid to the NEOs.
| | Name and principal position | Year | Salary | Bonus | Stock awards(1) | Option awards(1) | Non-equity incentive plan compensation | All other compensation | | Total |
| | David Klein, Chief Executive Officer(2) | 2020 | 210,000 | 304,688 | 7,510,510 | 24,798,373 | - | 949,135 | (3) | 33,772,706 |
| 2019 | - | - | - | - | - | - | | - |
| 2018 | - | - | - | - | - | - | | - |
| | Mike Lee, Chief Financial Officer(4) | 2020 | 410,358 | 213,615 | 598,073 | 736,100 | - | 118,908 | (5) | 2,077,054 |
| 2019 | - | - | - | - | - | - | | - |
| 2018 | - | - | - | - | - | - | | - |
| | Rade Kovacevic, President & Chief Product Officer | 2020 | 425,931 | 207,242 | 615,319 | 1,903,462 | - | 9,429 | (6) | 3,161,383 |
| 2019 | 239,612 | 79,406 | - | 1,585,288 | - | 3,253 | | 1,907,559 |
| 2018 | 196,667 | 68,366 | - | 1,367,734 | - | 2,657 | | 1,635,424 |
| | Phil Shaer, Chief Legal Officer | 2020 | 199,340 | 53,573 | 158,622 | 292,837 | | 14,918 | (7) | 719,290 |
| 2019 | 172,969 | 72,419 | - | 1,585,288 | - | 3,218 | | 1,833,894 |
| 2018 | 147,233 | 41,770 | - | 302,028 | - | 2,782 | | 493,813 |
| | Mark Zekulin, Former Chief Executive Officer(8) | 2020 | 286,300 | 135,960 | | 2,455,485 | | 21,513 | (9) | 2,899,258 |
| 2019 | 381,150 | 190,575 | - | 3,963,221 | - | 7,173 | | 4,542,119 |
| 2018 | 231,971 | 148,181 | - | 1,510,139 | - | 6,893 | | 1,897,184 |
| | Tim Saunders, Former EVP and CFO(10) | 2020 | 158,767 | ` | - | 1,826,702 | - | 169,662 | (11) | 2,155,131 |
| 2019 | 381,150 | 190,575 | - | 3,963,221 | - | 16,327 | | 4,521,203 |
| 2018 | 216,299 | 194,975 | - | 1,208,111 | - | 16,253 | | 1,635,638 |
| | Bruce Linton, Former Co- Chief Executive Officer and Chairman (12) | 2020 | 69,048 | - | - | 2,416,547 | | 1,288,232 | (13) | 3,773,827 |
| 2019 | 242,411 | 387,630 | - | 4,347,831 | - | 47,314 | | 5,025,186 |
| 2018 | 155,980 | 233,970 | - | 1,510,139 | - | 16,605 | | 1,916,694 |
| | Thomas Stewart | 2020 | 185,806 | 58,810 | 46,148 | 1,531,058 | | 99,745 | (14) | 1,921,567 |
| 2019 | - | - | - | - | - | - | | - |
| 2018 | - | - | - | - | - | - | | - |
Notes:
| | (1) | The amounts in this column represent the aggregate grant date fair value of the relevant award(s) presented, as determined in accordance with FASB ASC Topic 718, “Compensation—Stock Compensation.” See note 21 of the notes to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2020 regarding assumptions underlying valuation of equity awards. The amounts also include the Share-based calculations related to modifications of Option grants that occurred in the fiscal year. |
| | (2) | Mr. Klein was appointed as CEO on January 14, 2020. Salary and bonus amounts reflect payments for the portion of Fiscal 2020 during which he was CEO. |
| | (3) | Consists of US$910,600 in replacement compensation related to the CBI forfeited bonus, US$15,038 related to reimbursement of tax fees and US$23,497 in pro-rated portion of perquisite allowance received in the year. |
| | (4) | Mr. Lee was seconded from CBI to Canopy Growth in April and May 2019. An amount of US$61,609 is included in salary related to this secondment. |
| | (5) | Consists of US$8,745 in car allowance, US$77,406 in tax gross up, US$11,279 in reimbursement of tax fees and US$12,906 in pro-rated portion of perquisite allowance received in the year. In addition, amounts related to compensation while Mr. Lee was on secondment, include US$1,846 in car allowance and US$6,726 in retirement savings contributions. |
| | (6) | Consists of US$8,290 in vacation pay and US$1,139 in health premiums |
| | (7) | Consists of US$14,051 in vacation pay and US$867 in health premiums. |
| | (8) | Mr. Zekulin resigned as CEO on December 21, 2019 but continued to act as a strategic advisor to the CEO until June 30, 2020. |
| | (9) | Consists of US$17,222 in vacation pay and US$4,291 in health premiums |
| | (10) | Mr. Saunders retired from his position as CFO effective as of June 1, 2019 but continued to act as consultant to the Company until November 15, 2019. |
| | (11) | Consists of US$109,315 in severance, US$7,079 in car allowance, US$7,913 related to health premiums and US$45,355 in vacation pay. |
| | (12) | Mr. Linton was terminated as co-CEO on July 2, 2019. |
| | (13) | Consists of US$1,274,471 in severance payments, US$5,818 in life insurance and critical illness premiums and US$7,943 in applicable taxes. |
| | (14) | Consists of US$11,279 in a signing bonus, US$65,883 in tax gross up, US$5,195 life insurance, US health insurance and other premiums, US$2,350 in vacation pay and US$15,038 in a relocation expense reimbursement. |
Grants of Plan-Based Awards in Fiscal 2020
The following table sets forth the grants of plan-based awards made in Fiscal 2020. Non-equity incentive plan awards listed in the below were made pursuant to the terms of the respective NEO’s employment agreement. All equity incentive plan awards were made pursuant to the terms of the respective NEO’s employment agreement and the Omnibus Incentive Plan. With respect to January 14, 2020 grant to Mr. Klein in the table below, the Board took action to approve that grant on December 4, 2019. With respect to all other grants in the table below, the grant date was the same date as the Board or the CGCN Committee took action to make such grants.
| | | | | | All other stock awards: Number of shares of stock or units (#) | All other option awards: Number of securities underlying options (#) | Exercise or base price of option awards ($/Sh) | Grant date fair value of stock and option awards(2) |
| | Name | Grant date | Estimated future payouts under non-equity incentive plan awards | Estimated future payouts under equity incentive plan awards(1) |
| Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) |
| | David Klein | NA | 0 | 1,218,750 | 2,437,500 | - | - | - | - | - | - | - |
| NA | - | - | - | - | 1,618,122 | 1,618,122 | - | - | - | - |
| 14Jan20 | - | - | - | - | - | - | 258,782 | - | - | 6,171,951 |
| 27Mar20 | - | - | - | - | - | - | 91,745 | - | - | 1,338,560 |
| 27-Mar-20 | - | - | - | - | - | - | - | 183,489 | 14.59 | 1,647,471 |
| | Mike Lee | NA | 0 | 326,728 | 653,456 | - | - | - | - | - | - | - |
| 27-Mar-20 | - | - | - | - | - | - | - | 81,984 | 14.59 | 736,100 |
| 27-Mar-20 | - | - | - | - | - | - | 40,992 | - | - | 598,073 |
| | Rade Kovacevic | NA | 0 | 338,355 | 676,710 | - | | - | - | - | - | - |
| 12Dec19 | - | - | - | - | 96,946 | 96,946 | - | - | - | - |
| 27-Mar-20 | - | - | - | - | - | - | - | 84,349 | 14.59 | 757,334 |
| 27-Mar-20 | - | - | - | - | - | - | 42,174 | - | - | 615,319 |
| | Phil Shaer | 27-Mar-20 | - | - | - | - | - | - | 10,872 | - | - | 158,622 |
| 27-Mar-20 | - | - | - | - | - | - | - | 32,615 | 14.59 | 292,837 |
| | Thomas Stewart | 15-Jul-19 | - | - | - | - | - | - | - | 82,500 | 35.17 | 1,493,195 |
| 27-Mar-20 | - | - | - | - | - | - | - | 4,217 | 14.59 | 37,863 |
| 27-Mar-20 | - | - | - | - | - | - | 3,163 | - | - | 46,148 |
Notes:
| | (1) | With respect to Messrs. Klein and Kovacevic, these amounts relate to the Klein Inducement Grant and the Kovacevic Inducement Grant, respectively, as described below under “Employment Agreements.” |
| | (2) | The amounts in this column represent the aggregate grant date fair value of the relevant award(s) presented, as determined in accordance with FASB ASC Topic 718, “Compensation—Stock Compensation.” See note 21 of the notes to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2020 regarding assumptions underlying valuation of equity awards. |
WeedTheNorth wrote: 25 million of which is options that he has to pay the company for.