Flow Traders, the Amsterdam-based high-frequency trading firm, narrowly secured shareholder approval for its CEO compensation package after a significant revolt. At the company's annual general meeting on Wednesday, 46% of votes cast opposed the remuneration report, reflecting deep investor unease over pay practices.
Details of the Vote
The vote on the 2023 remuneration report passed with 54% in favor, according to a company statement. The result marks a sharp increase in dissent compared to previous years; in 2022, only 12% of shareholders voted against the pay policy. The advisory vote is non-binding but serves as a barometer of shareholder sentiment.
CEO Compensation Breakdown
CEO Dennis Dijkstra received total compensation of €3.2 million in 2023, up from €2.8 million the prior year. The package includes a base salary, annual bonus, and long-term incentives. The increase came despite a 22% drop in net profit to €147 million, prompting criticism from proxy advisors and some investors.
Shareholder Concerns
Institutional Shareholder Services (ISS) recommended voting against the pay report, citing concerns over bonus targets and the lack of clarity on performance metrics. Glass Lewis also advised shareholders to oppose the package, noting that the CEO's pay rise was not adequately justified given the financial performance.
“The significant increase in CEO pay while profits declined raises questions about alignment with shareholder interests,” said a representative from a major Dutch pension fund that voted against the proposal.
Impact and Next Steps
The narrow approval suggests growing pressure on Flow Traders to reform its compensation structure. The company stated it would engage with shareholders to address concerns. The vote comes amid broader scrutiny of executive pay in the Netherlands, where new regulations require companies to disclose CEO-to-worker pay ratios.
Flow Traders' stock has fallen 12% over the past year, underperforming the Amsterdam exchange index. Analysts say the pay controversy could further erode investor confidence if not resolved.
