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The billionaire founder of Sculptor Capital Management has accused the hedge fund’s current CEO of manipulating the board to rake in $145.8 million in compensation last year — making him higher paid than Goldman Sachs’ David Solomon and JPMorgan Chase’s Jamie Dimon.
Investor Daniel Och says his ex-protégé James Levin has extracted “ever-escalating pay” despite the asset manager’s subpar performance, in a complaint filed to Delaware Chancery Court on Wednesday.
Sculptor’s annual revenue of $626 million “cannot possibly justify” Levin’s wage, the complaint said, adding, “the company can hardly remain financially viable when such stratospheric payouts are directed to a single executive.”
Levin was the 14th highest-paid CEO in the U.S. in 2021, according to Bloomberg, and his pay, collected in combined cash and stock awards, was 17.7 times higher than the median of Sculptor’s peers, an independent evaluation from proxy adviser Institutional Shareholder Services concluded.
The plaintiffs questioned whether the board members who approved Levin’s pay arrangements were truly independent—alleging that directors may have breached their fiduciary duty by giving Levin such a hefty sum—requesting books and records related to the board’s decision.
“A prudent and independent board could not have concluded that Mr. Levin’s skill as an investment adviser warranted such compensation,” the complaint said.
Sculptor’s declining performance
The hefty pay packet may not have come under such scrutiny if Sculptor was performing better.
It shed almost half its market value this year, from $1 billion to $560 million as its credit and equity funds tumbled with global equity markets.
In February this year, shares in the firm fell over 13% in one day after it reported clients pulled $55 million from its flagship hedge fund in the fourth quarter.
In the court filing, Och argues Sculptor has lagged behind its industry peers. Its main fund returned just 5% in 2021—a whole 10% behind its competitors—and trailed even further behind in 2022.
That main fund is currently down 12.3% for the first half of this year, 16.6% behind the average of its peers and over 30% behind market leaders.
Sculptor’s assets under management, which once exceeded a value of more than $50 billion, are now just $36.9 billion.
“Sculptor’s massive underperformance during both the market’s upswing in 2021, and the market’s decline in 2022, has created a performance chasm unprecedented in the company’s history,” according to the filing.
The former executive alleges that while Levin brought “massive returns to his own pockets,” he “delivered less than mediocre performance to the limited partners in Sculptor’s investment funds, and the company’s stock price has collapsed.”
Levin and Och’s acrimonious relationship
Och wasn’t always shy of paying Levin above market value.
Levin, who joined Sculptor in 2006 when it was then known as Och-Ziff, became a star of Sculptor’s credit business and worked his way up the ranks under the mentoring of Och.
In 2017, Och appointed Levin, who was then just 33 years old, as co-CIO and famously awarded him a $280 million pay package.
But their relationship went cold when Och stepped down in 2018 and appointed outsider Robert Shafir to take his place as CEO. The outgoing boss and Levin reportedly clashed over a number of issues, including the health of the firm’s balance sheet.
Levin rode out Shafir’s appointment and was finally made CEO in June 2020, which lead to a wave of board exits. The court filing notes seven directors have left the company’s board since January 2020, including five who resigned in the middle of their terms, with Levin’s pay at the heart of many disputes.
“Levin has capitalized on these departures to appoint directors who appear handpicked to serve his interests,” the plaintiffs write.
One board director, J Morgan Rutman, quit last year claiming he was frozen out of the decision over Levin’s compensation after he opposed it. He wrote in his resignation letter that the board had “fallen into the trap of viewing Mr. Levin as irreplaceable.”
The remaining members of the board have a close relationship with Levin.
Wayne Cohen, Sculptor’s chief operating officer whose vote was a deciding factor in Levin’s pay package, reports directly to Levin and is “therefore plainly not independent of Mr. Levin,” the court plaintiffs allege.
Another Chairperson Marcy Engel, who led the committee that negotiated Levin’s pay, saw her own compensation for serving on the board almost double in 2021, the complaint said.
Levin and Och are the two largest shareholders of Sculptors, holding 20.2% and 14.4% of its voting power, respectively.
Sculptor did not respond to Fortune’s request for comment by the time of publication.
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