Risk & Compliance

Home Depot Changes CEO Comp Policy

Company by-laws will now require that two-thirds of independent board members approve the compensation of its chief executive.
Stephen TaubJanuary 9, 2007

Heavily criticized for the hefty pay of outgoing chief executive officer Robert Nardelli, retailer Home Depot announced Monday that it has changed the approval process for CEO compensation.

Company by-laws will now require that two-thirds of independent board members approve any such compensation; previously, only a simple majority was needed. Home Depot’s 12-person board of directors is chaired by Nardelli’s successor, Frank Blake; the company considers 10 of the 11 other members as independent, according to company spokesman Jerry Shields.

The announcement comes amidst shareholder resolutions at a growing number of companies that call for shareholder approval of the pay packages for CEOs and other top executives.

Home Depot also made changes to the duties of its senior executives, according to the Associated Press, citing Shields.

Chief financial officer Carol Tomé was named to the additional position of executive vice president of corporate services, where she will assume leadership of executives who handle real estate, construction, growth initiatives, financial services, and strategic business development. Tomé had been widely viewed as a possible successor to Nardelli, especially after she was assigned additional duties last October.

The AP also cited a memo from CEO Blake, who announced that Harvey Seegers, president of Home Depot Direct, and John Campi, senior vice president of global sourcing and vendor management, have announced their plans to leave the company to pursue other opportunities.

“Obviously, this has been a week marked by significant change,” Blake told employees, according to the wire service. “Please be assured that our leadership team will continue to do everything possible to guide our business, associates and customers through this transition as smoothly as possible.”