Accountability Demonstrated by This Bank Board? Wells Fargo Directors Clawback $75 Million from 2 Former Execs

April 10, 2017
by Hank Boerner – Chair & Chief Strategist – G&A Institute
We often hear about bank industry un-accountability; is this the beginning of a turn toward greater accountability?  Time and actions taken will tell us…over time.
The Board of Directors of Wells Fargo has clawed back $75 million in compensation from two former executives — the CEO and the head of retail banking.  That’s a drop in the bucket to some governance experts and consumer protection advocates, but it’s a good sign that corporate accountability is being demonstrated by at least one bank board.
Former Chair/CEO John Stumpf gave up $41 million in comp when he resigned last October; he now is ordered to pay back an additional $28 million.
Former head of retailing Carrie Tolstedt gave up $19 million in comp, and now will lose $47 million in stock options.
This after a 6-month investigation ordered by a handful of independent board members and conducted by the Shearman & Sterling law firm. The bank has paid $185 million to date in regulatory fines.
Some 2 million (!) fraudulent accounts were opened in customer names to inflate sales claims (the retail banking operations were overseen by Tolstedt).  More than 5,000 employees have been fired, accused of participation in the scheme, which went on for more than a decade.
Wells Fargo is one of the “Big Four” commercial banks of the USA.  The familiar red stage coach hustling across the western prairies is the symbol of the venerable institution, founded in May 1852. But today’s bank is the result of the merger of the old Wells Fargo & Company with Norwest Bank back in 1998.
Strumpf joined Northwestern National Bank (banking arm of Norwest Corporation) in 1982 and had risen in Norwest operations / then the combined company over the years, becoming CEO in June 2007 and adding the board chair title in January 2010.
So — he was not a “newbie” perhaps not always familiar with the culture of the merged bank operations. His action seriously tarnished the reputation and brand value of the “stagecoach bank” founded so long ago by Messrs Wells and Fargo.
With this action, the Wells Fargo board of directors takes an important step in addressing the cultural woes of the merged bank.
As The Washington Post writer observed, this is an attempt to demonstrate that banks can hold themselves accountable (and so avoid regulatory action for mis-behaviors).
The new CEO?  That’s Timothy Sloan, who was the former COO and therefore the supervisor of retail bank head Tolsteadt!  The board members have all been re-nominated for re-election this year.  Let’s see how “accountable” shareholders think the board has been when they vote their proxies.
Culture — it’s all about culture!  Culture — good or bad – is the ultimate determinant of outcomes!