Navistar International Corp. on Tuesday, Feb. 15, announced that shareholders at the company’s annual meeting supported the company’s compensation practices and rejected a proposal submitted by the International Brotherhood of Teamsters to require shareholder approval for certain future severance agreements with senior executives.
The company’s board of directors had recommended shareholders vote against the Teamsters proposal because it believes the proposal would limit the company’s ability to provide “reasonable severance benefits to a very limited group of senior executives” after certain events, including a change of control of the company. Less than 32 percent of the shares cast were in favor of the Teamsters proposal, and more than 68 percent of the shares were voted against the Teamsters proposal.
Shareholders at the meeting also re-elected three incumbent directors for additional three year terms: John D. Correnti, a director since 1994 and chairman and chief executive officer of Steel Development Co.; James Keyes, a director since 2002 and retired chairman of the board of Johnson Controls Inc.; and Daniel Ustian, a director since 2002 and chairman, president and CEO of Navistar.
Navistar also announced that retired Gen. Stanley McChrystal has been named to its board effective immediately, increasing the number of board members to 11. McChrystal, who will serve on the board’s finance committee, is a 34-year U.S. Army veteran of multiple wars. He commanded the U.S. and NATO’s security mission in Afghanistan, served as the director of the Joint Staff and was the Commander of Joint Special Operations Command, where he was responsible for the nation’s deployed military counterterrorism efforts.
McChrystal, 56 is a graduate of the U.S. Military Academy at West Point and the U.S. Naval Command and Staff College, and was a military fellow at both the Council on Foreign Relations and the Kennedy School of Government at Harvard University. Currently, McChrystal is a member of the board for JetBlue Airways Corp., and he also is teaching a seminar on leadership at the Jackson Institute for Global Affairs at Yale University.
“We are fortunate that General McChrystal is joining the Navistar board of directors,” Ustian says. “His years of military leadership and service will be of great value to Navistar as we further expand our global and military businesses.”