Hewlett-Packard Co. on Thursday announced Raymond J. Lane stepped down as chairman of its board, and John H. Hammergren and G. Kennedy Thompson announced their resignations as directors. The move comes after pension funds led strong shareholder opposition voting at last month's annual meeting.
Ralph V. Whitworth, who was re-elected as an HP director by more than 90% of the vote and who is a principal of Relational Investors, an activist investment management firm, was named interim replacement for Mr. Lane.
The board is starting a search for a permanent non-executive board chairman and for two or more independent directors.
“After reflecting on the stockholder vote last month, I've decided to step down as executive chairman to reduce any distraction from HP's ongoing turnaround,” Mr. Lane said in an HP statement announcing the changes.
Messrs. Hammergren and Thompson will stay on the board until its May meeting.
With Mr. Lane stepping down as executive chairman, HP eliminated the lead independent director position, held by Rajiv L. Gupta, who will remain on the board.
The $258.3 billion California Public Employees' Retirement System, Sacramento, voted against the re-election of Messrs. Lane, Gupta, Hammergren and Thompson, as well as Marc L. Andreessen, who remains on the board.
The $162.3 billion Florida State Board of Administration, Tallahassee, voted against Messrs. Hammergren, Thompson, Andreessen and Gupta.
The C$129.5 billion (US$127.7 billion) Ontario Teachers' Pension Plan, Toronto, voted against Messrs Hammergren and Thompson.
The five New York City pension funds, which have a combined $126 billion, voted against Messrs. Hammergren and Thompson.
The $850 million American Federation of State, County and Municipal Employees Pension Plan voted against Messrs. Hammergren, Thompson and Lane.
At HP's March 20 annual meeting, Mr. Lane was re-elected with a vote in favor of 58.88%, Mr. Hammergren, 53.91%; Mr. Thompson, 55.15%, Mr. Gupta, 80.25% and Mr. Andreessen, 69.77%. Other directors received more than 90% of the vote each in favor of their re-election.
