Interpublic’s CEO Stands to Get $42 Million if the Holding Company Changes Hands

Interpublic chief Michael Roth stands to gain nearly $42 million should there be a change in control at the holding company, according to the company's newly released annual meeting proxy statement. Of that amount, $12.6 million would reflect severance and $13.5 million in performance shares. (The balance comes from payment of bonus, stock options, performance cash, restricted stock, medical, dental and vision, 401K match and bonus.)

Elliott Management is one of Interpublic Group's largest shareholders with around a 6.9 percent stake now and an ownership cap of  9.9 percent. (Some people familiar with the activist investors believe they will increase their stake in Interpublic.) While the investors' objective is to improve the company's margin levels to industry standards, Elliott Management continues to look for possible acquisition deals for IPG as well, sources tell Adweek. The hedge fund first disclosed its stake in the industry's fourth-largest holding company last July.

In the "Estimated Termination of Employment and Change of Control Payments" table in IPG's proxy statement, other senior execs are also in line for a nice payday, with CFO Frank Mergenthaler entitled to $14.7 million; chief strategy and talent officer Philippe Krakowsky, $12 million; general counsel Andrew Bonzani, $5.8 million; and chief accounting officer Christopher Carroll, $4.5 million.

In terms of total 2014 compensation, Roth earned nearly $13 million, of which $1.4 million was salary. The rest was comprised of stock awards and cash incentive payments.Mergenthaler received $5.4 million; Krakowsky, $4.6 million; Bonzani, $2.3 million and Carroll, $1.6 million.

Details of Roth's 2014 payout come after rival Omnicom disclosed its CEO John Wren received $24 million last year and WPP chief Martin Sorrell stands to collect shares worth $53 million as part of his 2014 compensation. 

Interpublic shareholders' annual meeting is on May 21 in New York City.