Investor Challenges GameStop’s $35 Billion CEO Pay Vote in Delaware Court
GME•An investor filed suit in Delaware Chancery Court to block GameStop's July 7 shareholder vote on Ryan Cohen's $35 billion compensation package over alleged disclosure failures and voter suppression. The complaint alleges board procedure changes over Cohen's 9.3% stake voting rights and abstention counts misled public shareholders.
1. Lawsuit Filed
The lawsuit, filed in Delaware Chancery Court, seeks to prevent GameStop from holding its July 7 shareholder vote on Ryan Cohen’s compensation package until full disclosures are made. It argues that the proxy statement mischaracterized key details and aimed to suppress public investor turnout.
2. Compensation Package Terms
The proposed package would award Cohen up to $35 billion in stock options if GameStop reaches a $100 billion market capitalization and achieves $10 billion in EBITDA. These aggressive milestones underpin the plaintiff’s claim that shareholders need clearer information before voting.
3. Voting Procedure Dispute
The complaint highlights board changes around voting rules, including whether Cohen’s 9.3% stake counts and how abstentions are treated. It asserts these shifts disenfranchise disinterested shareholders and could allow insiders to determine the outcome with minimal public support.
