FCA execs Manley, Palmer eligible for millions in Stellantis retention awards, documents show

Fiat Chrysler Automobiles CEO Mike Manley and CFO Richard Palmer will be eligible for cash retention awards worth tens of millions of dollars after FCA merges with PSA Group to form Stellantis, company filings show.

According to the documents, Manley and Palmer will receive the payments for certain possible role changes in the merged company, including specifically if they are not appointed to the Stellantis board of directors. 

The latter change is already certain, as neither has been nominated to serve on the 11-member Stellantis board, which will be led by FCA Chairman John Elkann. Manley has served on FCA’s board of directors since July 2018 and Palmer since April 2019.

FCA and PSA shareholders on Monday approved the terms of the Stellantis merger, including the designated board members. The approval clears the way for the merger to close on Jan. 16 and for Stellantis shares to be publicly listed on Jan. 18 in Europe and on Jan. 19 in the U.S.

PSA CEO Carlos Tavares, who will also be CEO of Stellantis, will be a board member. PSA shareholders will appoint six members, while FCA shareholders will appoint five.  

According to calculations by Automotive News Europe, Manley could receive up to 51.4 million euros ($62.7 million) as a cash retention award, based on his latest published base salary, the number of FCA performance share units and FCA restricted share units granted to him within his incentive plan and on the value of FCA’s share price on Dec. 30.

Palmer will receive a similar treatment for his FCA shares as given to Manley, plus a part of the award equal to four times his annual base salary; his cash award could reach a total of up to 16.6 million euros ($20.3 million), according to ANE  calculations.

Elkann said last month that Manley would serve as the head of Stellantis’ Americas region, which includes Latin America and North America. FCA currently divides the region into two businesses, with one executive overseeing Latin America and another North American countries, including the U.S., where nearly all of FCA’s recent profits have been generated.

Palmer is seen by financial analysts and people close to the Stellantis merger as the front-runner to become CFO of the new company. The British executive has been CFO at Fiat Chrysler since 2011, working alongside the late CEO Sergio Marchionne, who died in July 2018. 

He was part of the team that managed the merger between Fiat and Chrysler and the FCA stock listing in the U.S. Palmer also managed FCA’s move to the Netherlands.

Palmer has experience with stock market regulations in the U.S. and Italy, where FCA shares are listed, and in the Netherlands, where it is supervised by the authority on financial markets AFM. PSA shares are listed only in France. Stellantis shares will be listed in the US (New York), France (Paris) and Italy (Milan). 

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