You never know what you'll find in a stack of documents. In this case, the Laborers' International Union of North America (LIUNA) has found the results of a March vote approving a controversial cash bonus plan for Toll Brothers top executives, which were detailed in the company's June 6 quarterly SEC filing.
LIUNA's pension funds own at least 200,000 shares of the luxury public builder, according to a report in the New York Times, and it led a high-profile protest against the proposed compensation plan earlier this year. The group argued that that Toll executives should have to meet performance standards before becoming eligible for millions of dollars in bonus money.
The plan was approved by shareholders, but Toll did not release the results until last week's SEC filing, which showed that more than 44.5 percent of shareholders voted against the CEO cash bonus plan. Company investors also showed their ire by casting more than 30 percent of their votes against the election of CEO Robert Toll, Vice Chairman Bruce Toll, and CFO Joel Rasmussen to the builder's board of directors.
"The fact is that the [compensation] plan would not have passed without CEO Robert Toll's own votes in favor of his bonus," said LIUNA General President Terence M. O'Sullivan, whose group wants the bonus plan dumped. "When you couple this result with the stunning announcement that over 40 percent of non-insider shareholders withheld their votes from CEO Robert Toll, it is clear the company's board needs to reassess its strategy."
Insiders, including Bruce and Robert Toll, control roughly one-fourth of Toll Brothers shares, according to news reports.
Alison Rice is senior editor, online, for BUILDER magazine.