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Universal Insurance Holdings Inc. Message Board

  • bidwillie2 bidwillie2 Feb 25, 2013 10:37 AM Flag

    2 million a year!Joke?

    Shareholders need to wake up on this one. this is such a small company to run.

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    • Indeed these are crazy compensations. Mr. Downes has usually been highly paid. Last year he had $1.6 million in salary, but when you include stock awards and bonuses he had over $6 million compensation in the past year (more than anyone else). Shareholders need to send a signal that this is far too much. You must be ready for the Def14A which comes out in April 2013. Vote down any compensation you think is excessive. Also send your comments to the compensation committee. This company does not produce new innovative products. They shuffle papers and make financial transactions. Total compensation for a CEO should be no more than $1 million. He needs about an 80% pay cut. If you look at UIHC, you see that no management person has received more than $0.5 million in total compensation last year. Your (and my) shares and profits are at risk here. The Board needs to support shareholders!
      “Mr. Downes will receive an annual base salary of $2,000,000, which will increase by 7.25% on each of January 1, 2014 and January 1, 2015 over the rate then in effect. Mr. Downes will also receive an annual performance bonus of 3% of the Company’s pre-tax income up to $5,000,000 and 4% of the Company’s pre-tax income over $5,000,000, subject to the Company’s shareholders approving the bonus formula at the Company’s 2013 annual meeting of shareholders. Should the Company’s shareholders fail to approve the bonus formula, Mr. Downes will receive an annual performance bonus equal to 3% of the Company’s pretax income, as provided in Mr. Downes’ prior employment agreement. Mr. Downes will receive a total of 1,500,000 restricted shares of Company common stock in three separate grants. The shares will vest over a period of three years, with 500,000 of the shares also subject to the achievement of performance-based vesting standards. Mr. Downes’ receipt of such shares is subject to his continued employment through the applicable vesting date. Mr. Downes will also receive health and welfare benefits, an automobile allowance, annual paid vacation of up to thirty (30) days per year, and reimbursement for travel and related expenses. In the event of a change in control of the Company during the term of the Downes Agreement, and Mr. Downes is involuntarily terminated without cause or resigns for good reason within twenty-four (24) months after such change in control, the Company will be obligated to pay Mr. Downes a lump sum cash amount equal to 48 months base salary, plus two times any bonuses paid for the preceding fiscal year. Such amounts are subject to adjustment pursuant to certain sections of the Internal Revenue Code. Further, in the event of a change in control, all options held by Mr. Downes vest and become immediately exercisable. “
      Note also that Jon W. Springer is proposed to get “annual base salary of $1,250,000, which will be increased by 7.25% on January 1, 2014. Mr. Springer will also receive an annual performance bonus of 2.5% of the Company’s pretax income, subject to the Company’s shareholders approving the bonus formula at the Company’s 2013 annual meeting of shareholders. Mr. Springer will receive a total of 500,000 restricted shares of Company common stock in two separate grants vesting over the term of the Springer Agreement. Mr. Springer will also receive health and welfare benefits, an automobile allowance, annual vacation of up to three (3) weeks per year, and reimbursement for travel and related expenses. In the event that, in connection with a change in control of the Company during the term of the Springer Agreement, Mr. Springer is involuntarily terminated without cause or resigns for good reason within twenty-four (24) months after such change in control, the Company will be obligated to pay Mr. Springer a lump sum cash amount equal to 48 months base salary, plus two times any bonuses paid for the preceding fiscal year. All options held by Mr. Springer vest and become immediately exercisable.”

      Sentiment: Buy

    • Actually the people running this company are small. There were years when management took over 10% of the the company's profit.

      • 1 Reply to joey_astro
      • joey_astro, please do the math. In 2012, the top three managers took a combined $10 million in total compensation. The highest going to Mr. Downes. The net profit for 2012 was around $30 million. Thus management is taking 33% of the net income to shareholders. I think we are more aligned that your message implies. What do you think is reasonable? The top 5 managers should have perhaps compesation that is perhaps a combined total of 4-8% of annual net income. That would be $1.2 million to $2.4 million.
        The top guy (CEO) should get about 40% of that $0.4 million to $0.8 million
        2nd person about $0.3 million to $0.6 million
        3rd person about $0.2 million to $0.5 million
        4th person about $0.2 million to 0.5 million
        I'm talking total compensation not salary.

        Sentiment: Buy

 
UVE
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