The company’s board approved 2011 compensation terms for its top executives. Chairman and CEO Michael Szymanczyk will receive a base salary of $1.35 million, a $3.25 million cash annual incentive award and $10.75 million lump sum long-term incentive award.
The base salaries for other top executives include $795,000 for Vice Chairman Martin Barrington, $835,000 for Vice Chairman David Beran, $785,000 for Executive Vice President Craig Johnson and $790,000 for General Counsel Denise Keane. They each also will receive millions in annual and long-term incentive cash awards during the year.
Apple REIT Ten
The Richmond-based real estate investment trust elected four new directors to its board. Each was granted 5,500 option plan units in the REIT that consist of one common share and one preferred share, valued at $11 per unit. Meet the new directors:
Kent W. Colton, 67, is a senior fellow of the Joint Center for Housing Studies at Harvard University and has his own consulting and housing research company in Northern Virginia. He’s also the former president and CEO of the National Association of Home Builders and was a director of another REIT that was run by current Apple REIT CEO Glade Knight. He is also a director of Apple REIT Seven and Apple REIT Eight.
R. Garnett Hall, Jr., 71, is a Virginia real estate agent with Long and Foster Real Estate and a Hampden-Sydney alumnus. He previously worked 38 years with SunTrust and predecessors Crestar Bank and United Virginia Bank.
Anthony Francis “Chip” Keating III, 31, is a principal with the Rebkee Company, a commercial real estate development company.
Ronald A. Rosenfeld, 71, is the former chairman of the Federal Housing Finance Board, one of the predecessors of the Federal Housing Finance Agency, and was appointed by President George W. Bush. He also is the former president of the Government National Mortgage Association (Ginnie Mae) from 2001 to 2004.
The Brink’s Co.
Brink’s disclosed its sale of $50 million worth of senior unsecured notes that pay 4.57 percent and are due in 2021. The company said intends to use the proceeds of the sale to repay existing debt and for general corporate purposes.
Two new members were elected to the CarMax board of directors. Rakesh Gangwal 57, is the former head of Worldspan Technologies, the former CEO of US Airways Group and a co-founder of IndiGo, a low-fare airline in India.
The second new director is Mitchell D. Steenrod, 44, CFO of Pilot Flying J, which owns more than 500 travel plazas and truck stops in the United States. The addition of Gangwal and Steenrod brings the total board membership to 13.
CarMax directors are paid a $50,000 annual cash retainer and also receive stock awards, bonus fees for board meeting attendance, health insurance coverage under the company’s policy and a vehicle discount purchase program that is available to all employees. The company’s non-employee directors, however, may not use its corporate jet for personal travel. No CarMax director made less than $150,000 during fiscal 2010.
Fresh off its December acquisition of a New Jersey pharmaceutical company, Insmed announced the details of its annual meeting where it will ask shareholders to vote on a proposed reverse stock split in hopes of bringing its stock back into compliance with NASDAQ valuation limits. The meeting will be March 1 in Princeton, N.J.
The company also disclosed post-acquisition compensation for its top executives. President and CEO Timothy Whitten will receive a base salary of $425,000 during his initial two-year term. CFO Kevin Tully and Chief Scientific Officer Nicholas LaBella Jr. will each be paid a $325,000 base salary and will be reimbursed up to $100,000 in moving expenses. Chief Medical Officer Renu Gupta will get a $400,000 base salary and received a $100,000 retention bonus.
The company disclosed two communications sent to its employees related to the proposed deal that was recently announced whereby it will be acquired by Alpha Natural Resources. Massey President and CEO Baxter Philips told employees that the company considered a variety of options, including selling off parts of itself, and other M&A deals.
“This was not an easy process, but we are confident the outcome is the right one, given Massey’s history, its values and our assessment of the best path forward for the company’s shareholders, members and customers,” Phillips said in the letter.
He said closing the deal will likely take several months as it must be approved by shareholders of both companies and by federal regulators. The company also urged employees not to discuss any details with the media or other outside parties.
“I know you will have many questions about how this merger will affect your own work at Massey, your pay and benefits, promotion opportunities and so forth. It will take time to work our way through these many issues, but we will provide answers as soon as we have them.”
Union First Market Bankshares
Union declared a quarterly dividend of $0.07 per share payable Feb. 28 to shareholders of record as of Feb. 16.
Ronald Hicks, a director, sold 650 shares for $12.28 per share.
Michael Schwartz is a BizSense reporter. Please send news tips to [email protected]