JPMorgan Shareholders Approve Jamie Dimon's Pay Despite ISS Objections

By David Benoit

JPMorgan Chase & Co. investors voted to approve Chief Executive James Dimon's pay at the bank's annual meeting over the objections of a shareholder-advisory firm.

Investors holding nearly 72% of the shares voted in favor of the nonbinding approval, according to a preliminary count, just above the 70% threshold that is viewed as a minimum by corporate-governance experts.

Mr. Dimon earned a total of $31 million in 2018, up from $29.5 million the year earlier. While Institutional Shareholder Services Inc. didn't object to the amount the bank pays Mr. Dimon and other executives, it did criticize the bank for not providing enough clarity to shareholders on how it determines the compensation.

"Investors increasingly prefer an incentive program structure that reasonably constrains discretion in favor of an emphasis on objective and transparent determinations that are more compatible with pay-for-performance," ISS wrote in a report before the meeting.

JPMorgan said Mr. Dimon's pay is based on the bank's financial results as well as less tangible factors, such as risk control, management development and culture. His salary and cash bonus have stayed steady since 2017, though the value of his performance-based stock units have risen.

Though its effort was unsuccessful, ISS appeared to swing some 20% of JPMorgan shares to vote against the pay, a person familiar with the tally said. Last year, 93% of shares were voted in favor of the bank's executive pay.

JPMorgan's annual meeting was devoid of fireworks or declarations from the bank, though it was momentarily disrupted by climate-change activists. Shareholders re-elected all of the bank's directors, with more than 81% of shares for each.

Write to David Benoit at david.benoit@wsj.com

(END) Dow Jones Newswires

May 21, 2019 19:39 ET (23:39 GMT)

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