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Nov. 1—MORGANTOWN — Viatris shareholders will get the opportunity to make a nonbinding vote on executive pay during the company's 2022 annual meeting, set for Dec. 9, in Florida.
Shareholders will also vote to re-elect four directors and consider a proposal by a New York-based shareholder to change how top leadership is appointed.
The executive pay vote is a "Say-on-Pay, " a "mandatory, advisory, nonbinding shareholder resolution." The compensation packages are described in Viatris' 2022 proxy statement. The proxy statement does not give a preview of pay for the year ahead but provides a look back.
The statement says, "Although advisory and not binding, the Compensation Committee and the Board will take into account the outcome of this vote when considering future compensation arrangements for Viatris' NEOs [named executive officers ] as they deem appropriate."
Last year, shareholders overwhelmingly voted against the company's executive compensation packages during the company's first annual shareholder meeting. Viatris told The Dominion Post after the vote, "The Viatris Compensation Committee and board already addressed shareholder concerns by implementing a new, comprehensive performance-based shareholder-aligned compensation program for 2021 consistent with our stated company priorities. This new program will be reflected in the summary compensation table in next year's proxy."
The proxy statement lists a number of changes the company made in response to shareholder suggestions.
The proxy statement details the compensation packages for five Viatris NEOs: Michael Goettler, CEO ; Rajiv Malik, president ; Sanjeev Narula, chief financial officer ; Anthony Mauro, president, Developed Markets ; Robert Coury, executive chairman. The proxy statement mentions each officer's total 2021 target compensation, with base salary, annual incentives, long-term incentives total compensation.
Coury's 2021 total was the highest: $1.8 million base salary, $2.7 million annual incentives, $10.8 million long-term incentives, for a total $15.3 million.
Goettler was second: $1.3 million base, $1.95 million annual incentives, $9.1 million long-term incentives, for a total $12.35 million.
Malik's base salary was $1.2 million ; his total package was $9.9 million. Mauro had a base salary of $800, 000 and a total of $4.92 million. Narula also had a base of $800, 000 with a total package of $4.4 million.
Regarding executive pay, the statement says, "The Viatris compensation program for 2021, 2022 and beyond is highly performance-based and aligned with shareholders. Our streamlined compensation program was developed to incentivize achievement of our strategic goals, support the short-and longer-term needs of the company to meet those goals and help ensure long-term sustainability, meet the competition for executive talent, consider perspectives of shareholders relating to prior compensation programs, and focus on shareholder value creation."