April 10 (Reuters) - Archer-Daniels-Midland Co ( ADM )
CEO Juan Luciano was paid $24.4 million in 2023, down 1% from
the prior year, according to a securities filing on Wednesday
that came after an internal investigation into its financial
reports.
The Chicago-based grain trader is confronting past
accounting issues that have triggered two government
investigations and forced the company to revise six years of
financial data.
ADM had delayed paying bonuses to some executives until
it conducted an internal investigation and audited its financial
statements, which were published on March 12.
Luciano's compensation included a slight increase in base
salary to $1.483 million and company stock awards valued at
$17.920 million, according to ADM's annual proxy statement filed
with the U.S. Securities and Exchange Commission.
The company paid $32.9 million in long-term incentives to
its top executives, which includes equity in the form of 60%
performance share units (PSUs), it disclosed in a filing.
Reuters reported on March 21 that executives would receive
millions of dollars in bonus compensation, but the detailed
salary breakdowns were only made public on Wednesday.
ADM, a $31 billion company that also makes animal feed,
sweeteners and other products, is trying to regain investor
confidence while facing a criminal investigation by the
Department of Justice. Government investigations are not
evidence of wrongdoing and do not necessarily result in charges.
ADM has said it is cooperating with authorities.
The company put its CFO Vikram Luthar on administrative
leave in January while it launched an internal investigation
focused on accounting practices in its Nutrition segment, the
smallest of three business units at the 122-year-old company.
ADM last month confirmed that some sales between its
business units were not accurately recorded and corrected
certain segment-specific financial information going back to
2018.
The disclosure revealed that ADM had overstated the
Nutrition segment's annual operating profit by as much as 9.2%
in that time.
The accounting issues and revisions to financial
statements have focused attention on how ADM rewards its top
executives.
A change by the company's Compensation and Succession
Committee in 2020 tied half of long-term executive compensation
to average operating profit growth of the Nutrition segment over
a three-year period, with the remainder tied mostly to return on
invested capital.
ADM has since replaced the Nutrition-focused performance
metric and instead tied half of long-term compensation to the
company's adjusted earnings per share instead, proxy statements
showed.
Still, in 2023 most senior executives received the long-term
performance share units (PSUs) that they were awarded in 2021 at
100% of the targeted payout despite operating profit growth in
Nutrition shrinking 8.5% from 2021 to 2023 as return on invested
capital exceeded expectations, Wednesday's proxy statement
showed.
The proxy statement also confirmed ADM's statement last
month that the revised financial statements would not impact
previous executive compensation payouts.
"This helps get to the bottom of how the segment
reporting issues did not affect bonuses," said Kevin Murphy, a
professor of finance at the University of Southern California,
adding that "the revisions were not large enough to change the
payouts."
The Board's Compensation Committee has not yet decided
on PSU compensation for CFO Luthar as he is on administrative
leave, according to the filing.
ADM's Board decided against doling out an additional
boost to the long-term compensation based on favorable
shareholder returns in 2023, as outlined in the plan, ADM said
in the filing.
(Additional reporting by Arunima Kumar and Roshia Sabu in
Bengaluru and Chris Prentice in New York; Editing by Krishna
Chandra Eluri and Sonali Paul)