Expeditor’s International

Meeting date: May 21, 2015

Incoming CEO Jeffrey Musser received total compensation of over $5 million in 2014. ISS has recommended against the company’s advisory vote proposal – as they have in the past — based in part on the extraordinary retirement bonus given to departing CEO Peter Rose. That $8 million bonus created a misalignment of pay and performance, given that shareholder returns underperformed peers on a long-term basis.

The company has also been criticized for its heavy reliance on an annual incentive program with the CEO receiving an out-size share of the total bonus pool. The named executive officers receive approximately one quarter of the entire bonus pool leaving the rest to be split between a much larger group of people. The company does not disclose exactly how many participants there are in the bonus pool but does say there are over 100 participants