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Netflix Shareholders Vote to Reject Executive Pay Packages
- pg_1234 3y agohttps://archive.ph/tfUTz https://archive.ph/tfUTz
- dpflan 3y ago“ Netflix shareholders voted on Thursday to reject the lucrative pay packages of the company’s leaders, including the co-chief executives Ted Sarandos and Greg Peters. The vote is nonbinding and can be overruled by the company’s board of directors the next time it meets.” A move to appease the public and writers, but room to backtrack if desired?
- HWR_14 3y agoMost votes are non-binding in these matters across most corporations. Heck, most corporate votes are non-binding except for ones like board membership, mergers and (in some cases) issuing new shares. In theory, it should scare the board away from this compensation level (and provide justification the board can use to offer a lower compensation). If they fail to do so, it might be used by an outside group to try to take over the board. After all, it's like most elections. The counterbalance is you vote on the board and can get them out.
- ProjectArcturis 3y agoThe vote was nonbinding, and will make a cosmetic difference at best. It baffles me that the owners of a company are unable to block the company's managers from paying themselves whatever they like. For all the talk about the Deep State, the truly unaccountable power holders are the C-suite class.
- dragontamer 3y agoIts almost like we need to have an organization of investors who think about corporate governance issues. Maybe we can call these "G" investors. But G investors won't be very strong as a block on their own. There's a large block of environmentalists (maybe call them "E" investors), and another block of people who care about social issues (call them "S" investors?). Then people can get together in one big, ESG, block, to try to make sure that modern companies think about environmental, societal, and corporate governance issues. ---------- ESG has plenty of faults mind you. But the methodology to organize our money into blocks that focus on these issues is sound. We just need to come up with a better governance issue for ESG itself.
- kennywinker 3y agoThis doesn't really address the point. A block of organized investors puts pressure, but if stock owners can only cast non-binding votes, companies can just ignore the ESG votes and pay the execs whatever the execs want.
- dragontamer 3y agoI don't think you get how or why ESG works. When Blackrock makes an ESG fund, they'll look at governance issues like "Oh, Netflix has crappy governance", and then refuse to give them any money. ESG-funds focus on funds that have good environmental/social/governance records. If anyone wants ESG-money, they have to match the baseline requirements of ESG-investors and what ESG-funds will offer. Otherwise, you don't get our money. ----------- The other reason why ESG works, is this "G" issue. Companies that care about shareholders will, on the average, return more money back to shareholders over the long run. Companies like Netflix who hoard power to themselves and overpay their C-suite are obviously wasting money anyway, and therefore make for crappy investments. "G", theoretically, is just a good idea for investors to think about _anyway_. AKA: If Netflix are a bunch of assholes, no biggie. I can invest into Disney instead, who has a much better G/Governance structure. And Disney+ is kinda kicking Netflix's ass right now anyway, so I think there's a good chance I'd make more money. If Netflix wants my investment money (or the investment money of anyone else in the ESG group/fund I'm part of), they'll need to fix their G/Governance issues. If for nothing else, for more fair compensation of their C-suite.
- kennywinker 3y agoAh, I see how it applies. It does make me wonder why non-esg large fund investors wouldn't care about this type of control as well? I also think there's some inherent conflict in the S part of ESG investing. i.e. a truly socially responsible company would be returning most of its earning to the workers who actually did the work that earned that money, rather than funneling it to shareholders. Which makes those companies a bad investment, which means ESG funds that extended their S goals that far will fail and ESG funds that don't will get good returns for their investors and continue on - so by definition the S goal is limited.
- 1123581321 3y agoThe shareholders are able. They just have to elect board members who will do what they want, firing the executives if necessary.
- pc86 3y agoOr better yet have corporate governance in place that doesn't allow a few board members to completely override the will of the people who own the company.
- 1123581321 3y agoWhat are you thinking specifically? A board member who agrees to advocate for shareholder referendum results outside the annual meetings? Or just a larger board?
- teeray 3y agoLiquid democracy. If shareholders feel strongly about something, they should be able to proportionally strip the board of their voting power on those issues.
- slillibri 3y agoThe "people who own the company" are mostly institutional investors, not individual shareholders. Something like 80+% of the outstanding stock is held by institutions.
- cheriot 3y agoThat would require getting passive index funds to change how they vote. Honestly, if their was an index fund that consistently voted for better corporate governance I'd move my money there.
- sneeze-slayer 3y agoEngine No. 1 (the activist group who "won" against Exxon) has an S&P 500 ETF that they use the funds for shareholder activism like this. You can read more about it here: https://etf.engine1.com/vote/ https://etf.engine1.com/vote/
- basementcat 3y agoThere are at least two classes of Netflix common stock with different voting rights. The reason why this resolution is non binding is likely because a majority of shares voted in favor but those shares had negligible voting power. Other companies such as Google, Meta and Berkshire Hathaway have similar arrangements.
- anigbrowl 3y agoThis arrangement shouldn't be legal. It basically allows the creation of corporate dictatorships and makes a mockery of the 'public company' concept.
- crazygringo 3y agoBack around a decade ago, it seemed like everyone on HN loved it when the tech founders could maintain control even when they only had a minority of shares. They could finally unleash innovation without the constraints of dumb Wall Street and institutional investors who just "didn't get it"! They wouldn't be at the supposedly short-term whims of the fickle stock market! I'm happy to see the opinion here finally shifting. It seems people are finally realizing there is something to be said for actual corporate accountability to shareholders.
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- thegrimmest 3y agoPrivate companies are dictatorships. Every private company starts out as one. The amount of power that the founders abdicate to shareholders via shareholder voting arraignments is entirely up to them. And make no mistake, Netflix is a private company. The "public" means "publicly traded" not "publicly owned" like the Bank of China. Massive corporations are built on providing value to consumers. Netflix and its ilk have unquestionably done so. Why do we need to dive into the internals of how they work and what they pay their executives? What does it matter? They provide a service that millions (billions?) of people are happy to consume. Isn't that enough of a public good?
- hourago 3y ago> For all the talk about the Deep State, the truly unaccountable power holders are the C-suite class. Most billionaires realized that they do not need to be in the news or do any work, they can let the CEOs of this world take a small part of the profits and all the blame for what companies do. That is why we know nothing about the super-rich but many CEOs are always on TV. Smaller shareholders do not have power to change things.
- robotnikman 3y agoExactly. You probably wouldn't even recognize the names of most billionaires, just the few who are always in the news taking the blame.
- Workaccount2 3y agoMusk is a great example of the opposite of this. If he had a top shelf PR team and let them handle all communication, he would still be widely adored. In some sense I respect him for at least being transparent. Most other billionaires are only visible through heavily refracted PR lenses.
- rjh29 3y agoAmazon has a top shelf PR team and people still hate Jeff Bezos.
- burnished 3y agoA PR team would help Musk because he is an asshole and they would cover that. Conversely, Bezos is so wealthy that he cannot just stand out of the spotlight and let other people ignore his obscene wealth - the sheer enormity of the dragon's horde attracts attention.
- SequoiaHope 3y agoElon Musk is wealthier than Bezos, and is the wealthiest person in the world. https://en.m.wikipedia.org/wiki/Bloomberg_Billionaires_Index https://en.m.wikipedia.org/wiki/Bloomberg_Billionaires_Index Edit: Hi folks. Please remember I’m responding to a comment about public perception, not some ground truth idea of absolute wealth. These lists reflect what regular people are being told, and are probably a good indicator of public perception.
- deleted 3y ago[deleted]
- fshbbdssbbgdd 3y agoThis is also how the government works too. We don’t have a direct democracy where the public can vote on every policy, we elect representatives to make the decisions. The (arguably limited) recourse if we don’t like the policies is to elect someone else.
- ianai 3y agoCall it limited, but it’s a lot better than life self-appointed autocrats and “royalty.” (Yet, term limits are sorely needed. But what a difference even that makes.)
- whitemary 3y agoThat's a disgustingly low bar. Have some self-respect.
- dang 3y agoYou've continued to repeatedly post unsubstantive and flamebait comments after we asked you to stop. I don't want to ban you, but if this keeps up we're going to have to. If you'd please review https://news.ycombinator.com/newsguidelines.html https://news.ycombinator.com/newsguidelines.html and make your substantive points thoughtfully—and avoid flamebait and name-calling—we'd appreciate it.
- schnable 3y agoMore to the point, it's much better than direct democracy.
- throw10920 3y ago> We don’t have a direct democracy where the public can vote on every policy, we elect representatives to make the decisions. Which is optimal, because in a direct democracy, you get unelected de-facto leaders with zero transparency or accountability - it's simply impossible for a country of any nontrivial size to vote on every relevant issue (or draft bills through a purely democratic process), and so you'll get social media influencers and celebrities and political groups instead that sway the thoughts of millions of people, but without all of the constraints that elected leaders have.
- standardUser 3y ago"will make a cosmetic difference at best" Is this just your best guess? Just riffing? Because if you read the article, you'll see that last time it seemed to have made an actual difference: "At that time, the company had already made changes to its 2023 compensation program for its top three executives, which in part capped each one’s salary at $3 million, required a minimum of 50 percent of compensation to be tied to stock options and introduced a performance-based cash bonus."
- mrangle 3y agoExplain how restricting pay packages will improve the dismal quality of Netflix programming at the time that I unsubscribed: this goal being the only defensible one from a shareholder standpoint.
- throw0101b 3y ago> It baffles me that the owners of a company are unable to block the company's managers from paying themselves whatever they like. This is because the stock owners are not legally the owners of a company, they are just another stakeholder. * https://hbr.org/2012/07/what-good-are-shareholders https://hbr.org/2012/07/what-good-are-shareholders * https://papers.ssrn.com/sol3/papers.cfm?abstract_id=2277141 https://papers.ssrn.com/sol3/papers.cfm?abstract_id=2277141 * https://www.ft.com/content/7bd1b20a-879b-11e5-90de-f44762bf9896 https://www.ft.com/content/7bd1b20a-879b-11e5-90de-f44762bf9... * https://www.forbes.com/sites/petergeorgescu/2021/07/21/the-shareholders-are-not-the-owners-of-a-corporation/ https://www.forbes.com/sites/petergeorgescu/2021/07/21/the-s...
- carlycue 3y agoExecutive compensation in America never made any sense to me.
- Timon3 3y agoThe conclusion is sadly pretty simple: you don't rise based on ability or creativity, but based on your ability to take from those that try to.
- geodel 3y agoYeah, similarly IT workers compensation in America never made any sense to me. All over the world its 1/3rd or less than here in US.
- ceejayoz 3y agoMy salary is decent, but our family paid $48k out-of-pocket for medical care last year, and our kids enter college soon; some colleges in the US are over $60k/year now. In Europe, my salary would be lower... but so would my medical and college costs.
- niij 3y agoSorry to hear that. How does a $48k bill happen with insurance after the No Surprises act?
- ceejayoz 3y ago$2400/month premiums ($2800 this year), $4k in copays (capped), uncovered compounded medications, an out-of-network provider because the in-network ones have a year's wait, dental/braces/vision, etc. (Plus mileage/parking incurred with a medically complex family.)
- runeb 3y agoAnd rent -- easily 2-4x in HCOL areas of US compared to Europe
- highfrequency 3y agoIt's natural to look at a $40m pay package and say that is excessive and greedy, but these numbers should be put in perspective. That's a little under 1% of Netflix's profit for the year going to the CEO, who has roughly been around since the founding of the company 20+ years ago. If anything this is a bit smaller than the percentage at other firms, it's just that the scale and success of Netflix is massive.
- soulbadguy 3y agoWhy should the pay of the CEO be indexed on the total revenue of the company. The CEO is basically an employee, his pay should be indexed on the preceived market value of his talent. If they wants a revenue shares model, they are welcome to buy some shares of netflix.
- highfrequency 3y agoOf course CEO pay should scale with the size of the company. We expect the CEO of McDonalds to make more money than the CEO of a local diner. The market value of the CEO's talent relates to the scale and success of the business they have been leading. It would be easy for Sarandos to get an executive role at any other tech company, which is not the case for the CEO of a local business. You could try to pay the CEO of Netflix $500k, but you're going to be out a CEO pretty quick. This is just how markets work.
- sidewndr46 3y agosounds like a great way to save $40 million to me.
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- peoplearepeople 3y agoWhy is this non-binding? Did they not have a majority or something?
- Aunche 3y agoI'm not sure why people are so obsessed with executive compensation. Just because it's lower doesn't mean that the savings will be passed to the workers. That money is more likely to go to the shareholders.
- highfrequency 3y agoWe get world class high definition entertainment 24/7 for $10/month. We all have access to entertainment that kings could not dream of 200 years ago. If the small set of people in the world who were able to make this happen get rich, is that really a bad thing? Capitalism is imperfect, but it works pretty darn well -- even for the people who don't do any work.