Tuesday August 12th, 2025 3:11PM

Home Depot shareholders reject say on executive pay proposals

By The Associated Press
<p>All but one member of the board of directors attended. Shareholders were able to ask general questions and level criticism. Time limits for discussion were stretched.</p><p>But while The Home Depot Inc.'s annual meeting Thursday was more inviting than last year's meeting, one thing didn't change: Shareholder angst over hefty executive pay and the lagging stock price of the world's largest home improvement store chain.</p><p>Nine shareholder proposals were offered at the meeting, including ones that would give shareholders a say on executive pay and retirement benefits, allow the company to recoup bonuses that go to executives who don't meet their performance targets and give the CEO and board chairman jobs to different people instead of one person.</p><p>All of the shareholder proposals were rejected, though two dealing with executive pay and retirement benefits were favored by more than 40 percent of the ballots cast.</p><p>The Atlanta-based company's directors were re-elected, except for two who didn't stand for re-election: Countrywide Financial Corp. Chief Executive Angelo Mozilo and former Homeland Security Secretary Tom Ridge. The company's independent auditor was approved.</p><p>Home Depot was widely criticized for the tone of its meeting last year, at which no board members other than former CEO Bob Nardelli were on hand and Nardelli did not allow general questions to be asked. Nardelli resigned in January after six years at the helm of the company.</p><p>"There's no better way to deal with a mistake than to acknowledge it, fix it and move forward," Chief Executive Frank Blake, who replaced Nardelli, said in opening the meeting.</p><p>He added, "We apologize for last year's meeting. It was a mistake and it won't happen again."</p><p>Several shareholders told Blake they remain concerned about Home Depot's stock price, which continues to underperform. One asked Blake bluntly, 'What are you going to do for my shares?"</p><p>Blake said Home Depot is investing in its business.</p><p>"We think that for your interests as a shareholder long term, that is the best thing to do for the company: invest in the business now and take advantage of the market when it comes back."</p><p>Blake said the company has had some operational difficulties over the last year and has lost market share in some categories. But he said he remains bullish about Home Depot's long-term prospects.</p><p>"While we see short-term pressure, long term the home improvement market is a terrific market," Blake said.</p><p>He said the company's relationship with its employees and customers will be key to Home Depot's future success.</p><p>"We are in business to solve our customers' problems and needs," Blake said. He added, "Our success as a company is directly tied to the extent to which we live our values."</p><p>Before the meeting, Home Depot director Kenneth Langone told a small group of reporters that he understands the concerns being raised by shareholders.</p><p>"The shareholders own the company," Langone said. "We can't ever forget that."</p><p>Langone, who said he plans to retire from Home Depot's board next year, acknowledged that he's made mistakes, but he defended the board's decision to pay Nardelli what it did.</p><p>"Bob gave us full value for what we gave him," Langone said.</p><p>Nardelli left the company with a severance package valued at about $200 million.</p><p>Langone also defended Nardelli's conduct during last year's annual meeting.</p><p>"Don't blame Bob," Langone said. "This board, and especially me, should take most of the hit for the last annual meeting."</p><p>Asked why Nardelli left the company so abruptly, Langone said the company's board decided the company needed new leadership.</p><p>"Bob Nardelli saved Home Depot," Langone said.</p><p>Home Depot operates more than 2,100 stores in the United States, Canada, Mexico and China.</p><p>___</p><p>On the Net:</p><p>HASH(0x2def838)</p>
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