By Jennifer Saba
NEW YORK, June 17 (Reuters) - While the New York Times Co has shrunk by more than half in the past eight years, the compensation of the top three executives at the company has held steady. Measured against some key metrics of financial performance at comparable U.S. media companies, their pay is among the most generous, a Reuters analysis shows.
The collective total compensation of Times Co Chairman and Publisher Arthur Sulzberger Jr., CEO Mark Thompson and Vice Chairman Michael Golden, including the value of stock awards and incentive payments, was $11.9 million in 2013, according to the company's annual proxy statement.
That has not changed much over the past eight years; the top three in power at the company in 2006 received $10.9 million. But when pay is looked at as a percentage of four key financial metrics, Times Co is more generous than eight out of nine other media companies on three or all four of the scores and is tied 2-2 with one of them, according to the Reuters analysis.
Depending on the metric, the results vary. As a percentage of revenue, Times Co's compensation is more generous than at six companies and less generous than at three. But as a percentage of free cash flow, it far outranks every company, in many cases by a long way.
The company's approach to the compensation of its top editors has drawn attention from media pundits in recent weeks after a controversy over the ousting of Executive Editor Jill Abramson by Sulzberger. This has included allegations in The New Yorker magazine last month that one of the reasons Abramson was fired was because she complained she was paid less than her male predecessor. Sulzberger has denied her compensation was lower.
Of course, the Reuters analysis illustrates a wider phenomenon in corporate America: executive compensation tends to go up when companies expand by buying assets but rarely declines when they sell them.
Times Co said in a statement: "New York Times executives were paid according to their performance-based executive compensation program, which was approved by the compensation committee and our board of directors and is consistent with market practice."
Sulzberger and Golden did not respond to requests seeking comment. Thompson, who was previously director-general of the BBC and was hired in 2012, also did not respond.
MANY BUSINESSES SHED
Times Co has been making strides in recent years. Its first-quarter results exceeded expectations, and it now depends less on advertising revenue and more on readers' wallets because it now charges people to fully access its digital products. As a result, the board has reinstated a dividend after a five-year dry spell.
The company has shed a lot of businesses, turning a sprawling media empire into a publisher with one major asset, the flagship newspaper. Among the assets sold were The Boston Globe newspaper and a series of TV, radio and regional newspaper holdings. That and the pressure on advertising sales have cut Times Co revenue to $1.58 billion in 2013 from $3.29 billion in 2006.
In its report in the Times Co's 2014 proxy statement, the board's compensation committee said the company had "made noteworthy progress on strategic growth initiatives intended to enhance long-term stockholder value."
Five compensation experts shown the Reuters analysis said the Times Co's basis for deciding compensation, such as the way performance targets are set, seemed appropriate. But most of them asked whether the current size of the company meant it should consider either reducing the number of top executives paid at higher levels or compensate them less generously.
In particular, Golden's compensation raised questions, given his job as head of the Times Company's human resources and modest international operations. That is because the top three in many companies includes the chief financial officer and/or the head of a very large division.
"The key question for the board is, 'do we need that much management in what is today a much smaller and simpler company?'" said Paul McConnell, managing director at executive compensation firm Board Advisory.
Paul Hodgson, a compensation expert at corporate governance advisory firm BHJ Partners, said: "The levels of compensation don't seem to match the company's current size."
Both Sulzberger and Golden are members of the Ochs-Sulzberger family, which has controlled the company for more than a century. Only owners of "B" shares, about 90 percent of which are held by the family, are allowed an advisory vote on executive compensation.
The owners of the ordinary "A" shares do not get a vote, although the board's compensation committee says it does consult with significant shareholders. Most publicly traded companies allow ordinary shareholders to vote, but some other newspaper companies, such as E.W. Scripps, have also restricted voting to shareholders of a special class.
The Times Co declined to comment on the issue.
One of the company's largest common shareholders, Fairpointe Capital, said the New York Times' position as one of the world's most highly regarded newspapers should be considered when calculating its executives' compensation.
"Part of the reason we own it is how stellar the brand is," said Marie Lorden, a partner and portfolio manager at Fairpointe. "I commend the company for bringing in Mark Thompson because he brings a fresh perspective."
The Reuters analysis looked at the top three's collective compensation as a percentage of four key financial metrics that are among those used to determine executive packages at many U.S. companies. It was equivalent to 0.7 percent of 2013 revenue, 18 percent of net earnings, 66 percent of free cash flow and 4 percent of earnings before interest, tax, depreciation and amortization (EBITDA).
This was compared with figures calculated on the same basis from nine media, cable and Internet companies. The nine were chosen because they are among the 17 companies that the Times Co board's compensation committee says it studied before recommending what top executives should be paid.
Comparable information could not be obtained for the other eight because they were private, subsidiaries of larger public companies, acquired, or preparing for a spinoff.
Five of the companies in the analysis, Gannett Co Inc ; AOL Inc ; The McClatchy Co ; Graham Holdings Co (which sold The Washington Post in October); and Cablevision Systems Corp, had lower ratios of executive compensation than Times Co on all four financial metrics measured. Another three, Yahoo Inc, Discovery Communications Inc and Scripps Networks Interactive Inc, had lower ratios on three out of the four metrics.
E.W. Scripps Co had two ratios that were lower and two that were higher.
(Thomson Reuters, while not among the 17 companies that the Times Co compared itself against in 2013, had lower ratios on all metrics - 0.14 percent of revenue, 9.88 percent of net income, 1.66 percent of free cash flow and 0.50 percent of EBITDA.)
The study also looked at relative share price performance. While Times Co's stock price surged 86 percent in 2013, it is still more than 37 percent below where it was at the end of 2006, before the financial crisis hit. For that same period, the Standard & Poor's 500 is up about 36 percent. (Reporting by Jennifer Saba in New York; Editing by Martin Howell)