NEW YORK - JPMorgan Chase & Co. Chairman and Chief Executive Jamie Dimon will receive about $17 million in bonuses this year, but no cash.
Dimon, who has publicly criticized big pay packages to bankers, will receive roughly equal amounts of equity in the form of restricted stock and options for his performance in 2009. The board of directors decided that he will receive 195,704 in restricted stock and 563,562 in options, according to a filing with the Securities and Exchange Commission Friday morning. His base salary remains at $1 million.
"The Board of Directors recognizes the very high degree of interest in executive compensation, especially now" and, like last year, will grant shareholders some say-on-pay vote at the annual shareholder meeting, a spokesman said.
Dimon received no cash or equity bonus for 2008, and $28 million for 2007. Overall, executive compensation at J.P. Morgan is down an average of 41% from 2007.
The elimination of a cash bonus for Dimon this year, and strong restrictions and clawbacks for executive bonuses overall, reflects the bank's awareness of the public debate about compensation. To some extent, they are concessions to criticism of Wall Street pay.
Dimon's "bonus looks to be 'in-between' to me," said Nancy Bush, of NAB Research. "A concession to Washington, but definitely not a 'bowing down.'"
Executives at large banks have been engulfed in a firestorm of criticism over their big pay packages, and particularly bonuses. President Barack Obama has said repeatedly the global financial crisis and recession were caused by bankers' mismanagement of their own business.
Dimon, a Democrat, has been more receptive than many bankers to such claims, though he lays the blame for the crisis broadly among bankers, their regulators, and U.S. consumers. And Dimon has often said compensation needs to remain competitive.
A spokesman for the company said though Dimon receives 100% of his incentive compensation in equity, other top executives at the bank will receive about 75% of their bonuses in equity. The bank disclosed a slew of equity bonus numbers for its top executives Friday, but cash bonuses will be disclosed later in proxy filings or not at all.
In total, the seven heads of JPMorgan's six business lines, and Chief Financial Officer Michael Cavanagh, will receive equity bonuses of just over $60 million. Vice Chairman Steven Black will receive about $12 million, all in restricted stock; and James Staley, the CEO of J.P. Morgan's highly profitable investment banking division, who was named as Dimon's No. 2 late last year, will get $5.5 million in restricted stock and options.
Citigroup Inc. Chief Executive Vikram Pandit received $1 in total compensation last year. Morgan Stanley's Chief Executive James Gorman received no cash bonus but could receive equity compensation of up to $9 million.
JPMorgan's bonuses come with tight conditions. Unvested or unexercised stock awards could be canceled and stock distributed recovered if "the employee is terminated for cause...or engages in conduct that" causes financial or reputational harm to JPMorgan, and if "the award was based on materially inaccurate performance metrics" or "was based on a material misrepresentation by the employee," the filing said.
Further, top executives and "certain other employees" are "subject to cancellation and recovery for failure to properly identify, raise or assess, in a timely manner and as reasonably expected, risks and/or concerns with respect to risks material to the Firm or its business activities."
JPMorgan Chase has pulled through the financial crisis in considerably stronger shape than most banks; for instance, it did not lose any money. Last year, it reported an almost $12 billion profit, roughly double the profit from a year earlier, in part driven by fees from underwriting and trading bonds in a strong market recovery.
The bank's directors also said they would submit an advisory resolution to shareholders at their annual meeting so that shareholders can approve the bank's executive compensation philosophy, principles and practices, as well as the 2009 compensation for the executives the bank will name in its forthcoming proxy.