Saturday, January 26, 2013

Tony Strange's Investor Slap


I realize your aim is to expose how corporate America drove the heart from your hospice, turning it into a generic replica.  That said, Gentiva's Tony Strange speaks the language of Wall Street.  I thought you might get a kick out of last year's stockholder vote on Executive Compensation. This metric showed:

For - 8.6 million
Against - 14.9 million

The proposal (shown below) lost by 6.3 million votes.  This vote is only advisory for Gentiva's Board of Directors.
Executive Compensation Vote
We believe that our executive compensation program has been effective in aligning the interests of shareholders and executives, incentivizing the accomplishment of corporate goals, and attracting and retaining talented executives. In deciding how to vote on this Say-on-Pay proposal, please consider that we take into account the following factors regarding developing and overseeing our compensation program, which are described in detail in this proxy statement under the heading “Executive Compensation—Compensation Discussion and Analysis”:

Enhancing shareholder value by focusing our executives’ efforts on the specific performance metrics that help drive shareholder value;
Can you say bitch slap?

Attracting, motivating and retaining executive talent willing to commit to long-term shareholder value creation;

Aligning executive decision making with our business strategy and goal setting;

Reflecting industry standards, offering competitive total compensation opportunities and balancing the need for talent with reasonable compensation expense; and

Providing executives with information so that they understand their total compensation and how rewards are generally a function of both organizational and individual performance.
Our Board of Directors, therefore, urges you to approve the compensation of our named executive officers by voting in favor of the following resolution:
“RESOLVED, that the shareholders approve, on an advisory basis, the compensation of our named executive officers, as disclosed in the Compensation Discussion and Analysis, the compensation tables and the accompanying narrative as presented in this proxy statement.”
Vote Required
The affirmative vote of the holders of the majority of the shares represented at the meeting and who are entitled to vote on, and who vote for, against, or expressly abstain, is required to approve the resolution. As an advisory vote, this Say-on-Pay proposal is not binding. However, our Board of Directors and our Compensation, Corporate Governance and Nominating Committee value the opinions of our shareholders and will consider the outcome of the vote when making future compensation decisions regarding Gentiva’s named executive officers. The Board of Directors has made a determination to provide for annual say-on-pay advisory votes, and accordingly, unless modified, the next say-on-pay advisory vote will be held at our 2013 annual meeting of shareholders.

Despite performing poorly in 2011 Tony Strange's total compensation amounted to $4 million.:

$ 4,012,982   

It's nearing time for 2012 earnings, after which comes the 2013 proxy vote.  Will shareholders show their displeasure two years in a row?

Thank you for your courage and heart,


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