New Carlyle CEOs Get Only $275,000 Base Salaries
October 28, 2017 by Douglas A. McIntyre
Founders David M. Rubenstein and William E. Conway Jr., who have become fabulously wealthy, will turn over the reins to Kewsong Lee and Glenn A. Youngkin. According to a filing with the SEC:
Under the employment agreements, each Co-CEO will receive a base salary of $275,000, which may be increased from time to time by the Board.
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Also in the filing are two other sets of compensation:
In addition, during the Term, each Co-CEO will be eligible to receive an annual cash bonus equal to the distributions per common unit of the Partnership paid with respect to the applicable calendar year multiplied by 2,500,000 (subject to equitable adjustment by the Board in order to account for distributions, splits, reorganizations, recapitalizations, mergers, consolidations, spin-offs, combinations, exchanges or other similar events; and, following a Change of Control (as defined in the Second Amended and Restated Agreement of Limited Partnership of Partnership, dated as of September 13, 2017), the parties must negotiate and agree to an adjustment such that after the Change of Control the bonus opportunity is no less favorable to the Co-CEO than prior to the Change of Control).
And:
Subject to Board approval in 2018, each of the Co-CEOs will receive on or prior to February 28, 2018, a one-time grant of time-vesting deferred restricted common units of the Partnership (“DRUs”) with respect to 1,250,000 common units of the Partnership and a one-time performance-vesting DRU award with respect to a target of 1,250,000 common units of the Partnership, in each case under the Partnership’s 2012 Equity Incentive Plan. The time-vesting DRUs generally will vest in equal installments over five years, subject to the continued employment of the Co-CEO. The performance-vesting DRUs generally will vest annually in five equal target installments, subject to the continued employment of the Co-CEO, with the opportunity to earn between 0% and 200% of the target amount of the performance-vesting DRUs based on the level of achievement of specified performance metrics that will be set by the Board at the beginning of each performance year. Following a Change of Control, the parties must agree on performance measures that provide for a threshold, target and maximum opportunity that is substantially similar to the opportunity in place prior to the Change of Control. Any performance-vesting DRUs earned will vest upon Board certification of the applicable performance metrics for the prior year.
Based on a Bloomberg analysis of the compensation of the current co-CEOs, on close examination:
Carlyle Group LP will hand its incoming co-chief executive officers bonuses and stock that will add several million dollars to their annual base salary of $275,000.
So, their base salaries mean close to nothing.
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