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5 Time Warner Execs Passed Up $137 Million to Keep Their Company

Jeff Bewkes and other top execs would be entitled to some pretty impressive sums of money if anyone bought the company

Perhaps Time Warner executives should reconsider that whole 21st Century Fox takeover thing.

Thanks to a special golden parachute of sorts — spelled out in an April SEC filing — a so-called “Change in Control” for Time Warner would yield $79 million for chief executive Jeff Bewkes in the form of equity awards (including stock options) and other benefits. Bewkes is highly vested in the performance of his company: about 92 percent of his compensation is performance driven, an individual with knowledge of the situation told TheWrap.

Such a change would benefit the other four highest paid execs of the company handsomely: Turner Broadcasting CEO John K. Martin Jr. would rake in $26.1 million; chief legal officer Paul T. Cappuccio would net $17.4 million; corporate marketing and communications exec Gary L. Ginsberg would walk away with $4.8 million, and strategy exec Olaf Olafsson would be entitled to $9.2 million.

Also read: How Much More Will Rupert Murdoch Have to Pay to Get Time Warner?

Time Warner’s Board rejected Rupert Murdoch’s 21st Century Fox offer of roughly $80 billion — or $85 per share — split around 40 percent cash and 60 percent stock, on the grounds that no offer that Fox can generate will match the value that Time Warner can provide its shareholders. The Fox offer was about 25 percent higher than the current stock value. That confidence drove prices up on the market.

Also read: Time Warner Stock Surges After Fox’s Takeover Bid

On Monday, Time Warner’s board made a quick move intended to thwart shareholder votes on takeover bids. Prior to Monday’s filing, as few as 15 percent of Time Warner shareholders could call a special meeting, which could have set the stage for a takeover.

Also read: Time Warner Board Moves to Block Potential Fox Takeover

The board said in the filing that it plans to reinstate the special meeting provision during its 2015 annual meeting.

In the wake of last week’s bid, Bewkes made a short video, confirming the offer and explaining why it was rejected.