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Fiorina reaps $2 million bonus

HP chief Carly Fiorina received a salary of $1.24 million last year, up from $1 million in the two preceding years, even as her bonus receded from 2002, SEC documents show.

Hewlett-Packard CEO Carly Fiorina took home more than $3.4 million in salary, bonus and other compensation last year.

Fiorina received a salary of $1.24 million, up from $1 million in the two prior years, according to documents filed Friday with the Securities and Exchange Commission. Her bonus of $2.1 million was down from the $2.9 million bonus she received in 2002; Fiorina received no bonus in 2001.

Fiorina also received more than $170,000 in other compensation including payment for company-required personal use of HP aircraft and mortgage assistance. Her 2003 salary reflects the fact that the board approved an increase in her base salary from $1 million to $1.4 million.

A number of other top HP executives received retention bonuses in excess of $2 million, including Chief Financial Officer Bob Wayman, PC unit head Duane Zitzner, printing chief Vyomesh Joshi and Chief Marketing Officer Michael Winkler. All four also received bonuses in excess of $2 million last year. Fiorina would have been eligible for the retention bonuses as well, but declined such payment, HP said.

Fiorina and the other officers were each granted several hundred thousand stock options at an exercise price of $15.75. Fiorina received 700,000 options; Joshi was awarded 500,000 options; Wayman and Zitzner each received 300,000 and Winkler 250,000 options. All of the options vest over four years, HP said.

HP also nominated Robert Ryan, chief financial officer at Medtronic, to its board of directors, with the intention of increasing the number of board members to nine following the election of directors at its March 17 annual meeting, to be held this year in Houston.

Shareholders will be asked again whether they want to urge the company to start expensing the cost of awarding stock options to employees. A similar proposal was narrowly defeated at last year's meeting.

The company is again asking shareholders to vote down the proposal to expense employee stock-option grants.

"We continue to believe that it would not be in HP shareowners' best interest to change our accounting treatment of stock options at this time, although we will continue to evaluate this approach in light of ongoing developments and industry actions," HP said in the filing.

While shareholders did narrowly vote down that proposal last year, stockholders defied management recommendations on two other matters at last year's meeting, approving petitions seeking shareholder consent before the company offers executives large severance agreements and before the company adopts a "poison pill" antitakeover program.