Quest Diagnostics

Annual meeting: May 15

Annual meeting: May 15

At Quest Diagnostics (a medical care company which has benefited immensely from healthcare reform)  CEO Stephen H. Rusckowski’s reported pay increased by over one million dollars in 2014, raising his pay 12% from $8.1 million to $9.2 million.

Shareholder advisory service ISS advised a NO vote on this pay package because, among other things, pay and shareholder returns for the last two years are disconnected and indeed lack of disclosure of performance goals for performance shares. It should be noted that ISS approves approximately 90% of CEO pay packages, so this NO recommendation should be taken very seriously.

Among ISS’s concerns, according to the company filing:

  • Disconnect between CEO pay and Total Shareholder Return over the time period from 2012 to 2014
  • 2014 incentive metrics set close to 2013 metrics
  • Equity primarily in the form of stock options rather than performance-based shares
  • Failure to disclose goals for 2014 performance shares