eBay was set to have one of its most interesting annual shareholder meetings after squaring off with investor Carl Icahn earlier this year. eBay is holding the meeting today in San Jose at 11 am EST. eBay shareholders nearly had to choose between eBay’s Board and fellow investor Carl Icahn over whether eBay should spin off its PayPal payments unit – Icahn said yes, eBay said probably but not right now.
The two parties reached an agreement last month, ending the proxy contest. Icahn withdrew his proposal to separate PayPal and he withdrew his two nominees to the company’s Board of Directors.
Shareholders who attend the meeting in person will likely have a chance to meet eBay’s newest board member David Dorman, whom eBay agreed to appoint to its board at Icahn’s suggestion. That expands the number of independent directors to 10 on the now 12-member board. eBay founder and Chairman of the board Pierre Omidyar (eBay’s largest shareholder) and eBay President and CEO John Donahoe are the other two board members.
On the agenda at this year’s meeting is the following:
- To vote on the election of new director nominees to the eBay Board of Directors;
- To approve, on an advisory basis, the compensation of named executive officers.
- To approve the amendment and restatement of the 2008 Equity Incentive Award Plan, including to increase the aggregate number of shares authorized for issuance under the plan by 21.6 million shares.
- To ratify the appointment of PricewaterhouseCoopers LLP as independent auditors.
- To consider a stockholder proposal presented by John Chevedden regarding stockholder action by written consent without a meeting.
Icahn had lobbed a lot of criticism at eBay, its CEO and its Board members, particularly Marc Andreessen, during his fight with eBay, and he continues to believe the company should spinoff PayPal.