Steven Syre | Boston Capital

Nuance Communications one of nine US companies to flunk ‘say on pay’

This is the time of year to get bent out of shape about corporate executives and their fat paychecks.

By now, most big public companies have reported how much their top executives earned in 2014. A national list published in The New York Times over the weekend said the average chief executive compensation package rose about 10 percent, to $22.6 million.

At least three chief executives in Massachusetts earned more than that: Jeffrey Leiden of Vertex Pharmaceuticals Inc. in Boston ($36.6 million), Stephen MacMillan of Hologic Inc. in Bedford ($24.5 million), and Carol Meyrowitz of Framingham-based TJX Cos. ($23.3 million).


But there are other ways to measure executive compensation beyond merely counting dollars. To hunt for evidence of really audacious pay packages, take a look at how stockholders vote on the subject.

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Every public company asks shareholders to approve the compensation of top executives. These annual votes are considered nonbinding advisory opinions, so they have no real teeth and stockholders usually approve the pay packages by wide margins. But when they protest, it’s worth paying attention.

That’s what happened at Nuance Communications Inc., of Burlington, where the compensation of chief executive Paul Ricci has long been a touchy subject. Last year, I named him the most overpaid chief executive in Massachusetts.

Maybe shareholders were reading. Or maybe they just got fed up.

But Nuance is one of only nine companies nationwide to flunk the so-called “say on pay” vote so far this year, according to Veritas, an executive compensation consulting firm.


Nuance didn’t just lose the vote, it got shellacked: More than 85 percent of voted shares were cast against Nuance’s executive compensation.

One important footnote: Activist investor Carl Icahn owns 19.4 percent of Nuance. You don’t need to be a math whiz to figure out which way he voted.

Nuance is the computer speech-recognition company whose technology is featured in Siri, the digital assistant that answers questions spoken into Apple’s iPhone.

The company is also known for its Dragon NaturallySpeaking dictation software, and contracts with lots of humans to handle other dictation business.

In the past, shareholders have cut Ricci a lot of slack because he built Nuance’s business from scratch with a long series of business acquisitions.


But his compensation — $37 million in 2012 and $29 million the next year — became harder to swallow while Nuance stock was actually losing value. The company’s shares slumped 22 percent between the start of 2012 and the end of 2013, while the stock market was climbing 24 percent.

Nuance didn’t just lose the vote, it got shell-acked: More than 85 percent of voted shares opposed its executive compensation.

Early in 2014, Nuance barely prevailed in the say on pay question. Just 50.4 percent of voting shares approved of the company’s executive compensation.

Ricci’s pay went down over the following year, to $17.9 million, but by the time his package came up for a vote again in January, the company had already lost the support of stockholders.

A Nuance spokesman didn’t return my call Monday.

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Hold onto your creme brulee.

There’s a big business lunchtime shindig on the schedule at the Boston Harbor hotel Wednesday, exactly the kind of executive see-and-be-seen event the Boston College CEO club has thrown there for years.

But this time the host is little Gordon College, the Wenham school that certainly doesn’t have a fancy downtown alumni club.

About 110 people are expected to hear the guest speaker, Putnam Investments boss Bob Reynolds.

The Boston College CEO lunch series was created in 1992 by Peter Rollins, who retired from the school two years ago.

The person behind the Gordon College lunch? Peter Rollins, who is back as an executive in residence at Gordon.

Rollins said Gordon plans a limited lunch schedule (Bayer AG CEO Marijn Dekkers will speak next in October) and has no intention of competing with Boston College or anyone else for the hearts and minds of the business crowd.

He said it was a coincidence Gordon ended up at the Boston Harbor hotel, as other locations in the city were already booked.

Here’s another departure: Rollins said Gordon won’t be serving creme brulee, long the signature dessert served to the BC CEO club crowd.

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A lawsuit against, challenging the alleged role of online classified advertising in child sex trafficking, has been dismissed in US District Court in Boston.

The suit, detailed last year in this space, was filed on behalf of three girls by Ropes & Gray and John Montgomery, a retired managing partner at the Boston firm.

US District Judge Richard Stearns agreed with Backpage on Friday that federal law shields the website operator from liability for advertising content written by others.

Ropes & Gray said it intended to appeal the judge’s decision.

Steven Syre is a Globe columnist. He can be reached at