Barrack, Rodos & Bacine Challenges JPMorgan Compensation Package

4/14/2022 - On April 14, 2022, Barrack, Rodos & Bacine filed a lawsuit against JPMorgan Chase & Co.,  its CEO Jamie Dimon, and its President Daniel Pinto, alleging that the company had violated the disclosure requirements of the federal securities laws when it granted huge special options awards to Dimon and Pinto in July and December 2021 without disclosing important information about how those awards were calculated.  According to the complaint, in JPMorgan’s April 4, 2022 Proxy Statement, the company revealed that, in July and December 2021, it had granted Dimon and Pinto “special” option awards in addition to their regular compensation packages, but had failed to disclose the assumptions underlying the “grant date fair value” of each award, as required by the SEC’s “say on pay” rules.  The complaint alleges that without the underlying assumptions, it is impossible for JPMorgan’s shareholders to evaluate the compensation granted to the company’s top executives.  Given the massive size of the awards – estimated to be over $52.6 million for Dimon and more than $27.8 million for Pinto – the failure to disclose critical information at the heart of the compensation precludes a fair and informed shareholder vote on the compensation package at the upcoming annual meeting.

The complaint asks the court to order the company to reveal the missing information underlying the compensation packages, and to reduce the compensation if the litigation reveals that JPMorgan has understated the fair value of the compensation package.

For additional information about this case, please contact BR&B attorneys Michael A. Toomey at mtoomey@barrack.com or A. Arnold Gershon at agershon@barrack.com.