This story is being misreported, a little. Here is Yahoo justifying her compensation in their latest annual filing: > It’s important to understand that Ms. May

This story is being misreported, a little. Here is Yahoo justifying her compensation in their latest annual filing: > It’s important to understand that Ms. Mayer’s performance-based equity award values in the Summary Compensation Table reflect the significant appreciation in our stock price between when the awards were originally approved by the Compensation Committee and when the applicable annual performance goals were subsequently set (the accounting measurement date). For example, our stock price increased 178 percent between July 16, 2012 (the date on which Ms. Mayer’s recruitment awards were originally approved) and March 6, 2015 (the date on which the recruitment option’s 2015 tranche was valued for reporting purposes). That option tranche had an original approval value of $3 million in 2012, and a reported value of nearly $20 million in 2015, due to our intervening stock price appreciation (which benefits executives and shareholders alike). The exercise price of the options is not lower than the stock price on the day the options/RSU's were awarded You could argue that the scheme was poorly designed since she is being rewarded for the performance of BABA, rather than the performance of YHOO. The second part is that the severance pay portion is only paid out if Mayer is fired after a change of control event on the main entity. This excludes the sale of Yahoo internet assets that are currently being negotiated, but takes effect if there is a takeover of the main entity. It looks more like a poison pill, or insurance from being fired too early for Mayer, rather compensation that is intended to be paid. In related news, Yahoo just finished up a long battle with Starboard (who got 4 new members onto the board - including 3 onto the compensation committee (which is now at 5)) who took issue with compensation - but I don't think there is much they can do right now.