The business software makeron Friday, saying the board of directors no longer felt confident in his ability to lead the company. Conway's "golden parachute" is projected to be between $10 million to $20 million, company spokesman Steve Swasey said. He declined to give details of what the final amount will depend on.
Conway's departure may give PeopleSoft more latitude in negotiating a friendly merger with rival Oracle, which launched a $7.7 billion takeover bid that was staunchly opposed by Conway. Oracle moved a step closer to the acquisition Friday when the U.S. Justice Department said it would not appeal a federal judge's ruling rejecting the agency's antitrust charges.
Swasey declined to give details of how the severance package would be structured in terms of cash and options.
Conway, who earns $1 million a year, is entitled under his current employment contract to severance equal to two years' base salary plus bonus, if he is terminated for reasons other than "cause," according a February filing with the Securities and Exchange Commission. His bonus, which is discretionary and based on performance, was $1.09 million in 2002.
The former CEO is also entitled to an accelerated vesting of stock options and stock awards. In addition, a "change in control" clause in his employment contract, which outlines what would happen if PeopleSoft were taken over, calls for Conway to receive an immediate vesting of all options and restricted stock. Swasey declined to comment on whether that clause would kick in.
PeopleSoft, based in Pleasanton, Calif.,last year, just before Oracle launched its hostile takeover bid.