Dillard’s Executives See Pay Rise in 2011

Executives at Dillard’s Inc. of Little Rock saw their compensation soar in 2011.

The retail chain also set its date for its annual meeting at 9:30 a.m. May 19 at its company’s headquarters, according to the company’s annual proxy statement filed with the U.S. Securities and Exchange Commission.

Shareholders will vote on re-electing Dillard’s four board members and approve the accounting firm KPMG LLP for fiscal 2012. The board, though, is controlled by the Dillard family members under a dual-class stock arrangement. Class A stock is traded on the New York Stock Exchange, but holders of the Class B shares, owned almost exclusively by CEO William Dillard II and his family members, have the right to choose eight of the 12 corporate directors.

The company’s proxy statement also revealed pay increases for the top executives:

• William Dillard II’s total compensation in 2011 was $11.8 million, up from $4.05 million in 2010. His base salary increased from $850,000 to $900,000 in 2011. The bulk of the compensation increase came from the change in Dillard’s pension value. He also received an additional $3.4 million when he exercised nearly 128,000 shares of the company’s stock.
• President Alex Dillard, William Dillard’s II brother, total compensation increased to $12.7 million in 2011, up from $4.8 million the previous year. His base salary increased to $870,000 in 2011, up from $800,000 in 2010. He also received an additional $3.7 million when he exercised nearly 128,000 shares of the company’s stock.
• Executive Vice President Mike Dillard’s base pay increased to $650,000 in 2011, up from $630,000 in 2010. His total compensation in 2011 was $6.1 million, an increase of 142.6 percent. He also received an additional $1.2 million when he exercised nearly 62,00 shares of the company’s stock. He is the brother of William and Alex.
• Drue Matheny, an executive vice president and sister of the Dillards and formerly known as Drue Corbusier, saw her base salary increase to $20,000 in 2011 to $620,000. Her total compensation, though, jumped 202 percent to $7.7 million. She also received an additional $1.7 million when she exercised nearly 58,000 shares of the company’s stock.
• CFO James Freeman received a pay raise of $35,000 in 2011 and made $675,000. His total compensation climbed from $2.7 million in 2010 to $5.1 million in 2011.
• Also Bill Dillard’s son, William Dillard III, a vice president of the company, received a salary and bonus of $570,000. In 2010, his salary and bonus totaled $500,000. The company also made a $52,523 contribution to his benefit plan.
• Alex Dillard’s daughter, Alexandra Dillard, works at the company as a divisional merchandise manger. She made $147,500 in 2011, and the company made a $5,068 contribution to her benefit plan.

For the fiscal year that ended Jan. 28, Dillard’s reported revenue of $6.4 billion compared with $6.25 billion a year earlier. It was the first annual sales increase since 2006. Its net income jumped 158.3 percent to $463.9 million for the fiscal year that ended Jan. 28 over the previous year.