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    Jamie Dimon wins fight to keep top 2 JPMorgan jobs

    But 3 directors’ futures unclear after narrow votes

    Shareholder activists sought to force CEO and chairman Jamie Dimon to give up the latter job.
    Mark Wilson/Getty Images
    Shareholder activists sought to force CEO and chairman Jamie Dimon to give up the latter job.

    TAMPA, Fla. — Jamie Dimon, the chief executive and chairman of JPMorgan Chase, easily survived a vote Tuesday that would have called on him to give up his role as chairman of the nation’s largest bank. But shareholders sent a message that the bank needed better oversight, giving only narrow approval to three of the bank’s board members.

    It was a mixed verdict in a closely watched test of corporate governance. Dimon emerged in a stronger position after the proposal to split his roles won just 32 percent of the shareholder vote, less than the 40 percent a similar proposal got last year.

    But the tepid support for the three directors came as a rebuke of the bank following a $6 billion trading loss JPMorgan suffered last year. Shareholder advisory firms had urged shareholders to withhold their support for those directors, who served on the risk committee at the time of the loss.


    JPMorgan was an unusually strong company to be targeted by shareholder activists. It has been turning in record profits, and its stock price is at a 12-year high. Dimon has been widely praised for his astute stewardship of the bank through the 2008 financial crisis, though his reputation has been tarnished since the trading loss came to light.

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    Dimon, speaking after the vote, said the bank was taking the feedback from shareholders ‘‘very seriously.’’

    The outcome was a disappointment to the shareholder groups that had lobbied to split the chairman and CEO roles. Since CEOs answer to their boards of directors, headed by the chairman, the thinking is that having the roles split would result in greater accountability for the CEO.

    Shareholders expressed their discontent in other ways. Three board members were reelected by slim margins: David Cote, chairman and CEO of Honeywell; James Crown, who runs a privately owned investment company; and Ellen Futter, president of the American Museum of Natural History, were reelected with less than 60 percent approval.

    It isn’t clear if or how the board will respond to the tepid support shareholders gave to the three directors, but it does put pressure on them to make changes. Lee Raymond, the number two board member behind Dimon and the retired chairman and CEO of Exxon Mobil, said the board ‘‘will continue to review’’ its makeup.


    While Dimon survived the call to split his roles, the shareholder proposals against the bank are another sign that corporate governance activism is gaining traction, said Brad McMillan, chief investment officer at Commonwealth Financial.

    Glass Lewis and Institutional Shareholder Services, two well-known firms that advise big shareholders, had recommended kicking out Cote, Crown, and Futter, who were on the board’s risk policy committee during last year’s ‘‘London whale’’ trading loss, nicknamed for the size of the loss and the location of the trader who made the soured bets.

    Bill Patterson, executive director of CtW Investment Group, which had lobbied both to split the CEO/chairman roles and against Cote, Crown, and Futter, said he expected the three directors to step down.

    He noted the same thing had happened with Hewlett-Packard directors who got similar levels of support at their board meeting.

    The shareholder meeting had fewer theatrics than last year’s, held days after the trading loss was disclosed. Last year, two or three dozen protesters showed up.


    The atmosphere this year was largely congenial.


    JPMorgan Chase & Co. has been turning in record earnings. But it’s also facing investigations and lawsuits, not only over the trading loss but about other practices, including how it handles foreclosures.

    The Rev. Seamus Finn, of the Interfaith Center on Corporate Responsibility, said Dimon brushed over questions about allegations banks manipulated a key interest rate, the Libor.

    ‘‘We didn’t get answers to any questions,’’ Finn said afterward.