(New York) The general meeting of shareholders of Boeing on Friday renewed the mandate of all the members of the board of directors, including that of resigning boss Dave Calhoun whose departure package of more than 33 million dollars was also been approved.
Mr. Calhoun, administrator since 2009 and boss of the aircraft manufacturer since the beginning of 2020, must leave the head of the group by the end of the year, carried away by multiple crises linked to production and quality control problems.
According to the chairman of the board of directors, Steve Mollenkopf, a “careful process” is underway to find a general manager who will be able to guide the group in the face of “current and future challenges”.
“The coming months and years are of crucial importance for the group,” he continued at the AGM.
This meeting with shareholders –– which lasted a little less than an hour – was held in a difficult climate for Boeing, which has been the subject of increased attention in recent months from authorities, regulators and justice in particular.
Several shareholder advisory firms had sent negative vote recommendations on several resolutions, with Dave Calhoun in their sights.
PHOTO J. SCOTT APPLEWHITE, ARCHIVES ASSOCIATED PRESS
Boeing boss David Calhoun
His departure is the consequence of the in-flight incident of a new Alaska Airlines plane on January 5, the last straw after a series of production problems in 2023 affecting the 737 MAX and the 787 Dreamliner.
Still work
“Although we have made progress in strengthening our safety management and quality control systems and processes in recent years, recent events clearly show that we still have work to do,” noted Mr. Mollenkopf, who took over as chairman of the council at the end of March.
He indicated that the directors retained “total confidence” in the future of Boeing, described as “promising”.
The results of the votes on the resolutions have not been disclosed at this stage. It should be filed in the coming days with the American stock market watchdog, the SEC.
Mr. Calhoun told shareholders that this was his last participation in an annual general meeting, suggesting that he will give up his seat as director by leaving the general management.
“In recent years, we have overcome significant challenges, some of which could threaten the future existence” of Boeing, he said, referring to the crashes of two 737 MAXs in 2018 and 2019 (356 deaths in total), due to to a design problem, and the COVID-19 pandemic.
“As long as I am in this role, I will continue to ensure that we are doing everything we can to put ourselves on the right trajectory and make a smooth transition to my successor,” he continued.
Glass Lewis advised security holders not to renew Mr. Calhoun’s term as director. And Investor Shareholder Services (ISS) called on them to vote “no” to its initial package, which is approaching $33 million for 2023.
“Concerns”
“We have serious concerns about the board’s oversight of the company’s safety culture and its attempts to restore it,” Glass Lewis said recently.
The firm had also recommended that shareholders oppose the renewal of the mandate of Akhil Johri and David Joyce, responsible respectively for the audit and aerospace safety committees.
The eleven directors were, however, renewed by the General Meeting.
For the ISS firm, it was Dave Calhoun’s remuneration that posed a problem. But the shareholders did not follow it and approve it.
To his annual base salary of $1.4 million must be added more than $30 million in the form of shares. After the January 5 incident, he waived an additional bonus of $2.8 million.
Scott Hamilton, from the specialist site Leeham News, points out that “this represents an increase of 40% compared to the current contract. Mr. Calhoun’s severance package includes performance and stock awards while he served in office from 2020-2023.
“The Alaska Airlines Flight 1282 accident shows that Boeing still has much work to do, but the board believes Mr. Calhoun responded correctly […] by assuming responsibility” for the incident, “by interacting transparently and proactively with regulators and customers,” Boeing had justified, also citing “the significant measures taken to strengthen the quality” of production.
On the New York Stock Exchange, Boeing shares were stable (+0.04%) around 1:10 p.m. (Eastern time).