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Coke's revised pay plan risks dividend: Winters

Activist investor David Winters told CNBC on Thursday that he's still pushing for changes to Coca-Cola's equity compensation plan, even though the beverage giant recently responded to shareholder opposition by revising it. Instead of making the plan a better deal for investors, the overhaul makes it worse, he said.

Winters—CEO of Wintergreen Advisors, which owns about $100 million worth of Coke stock—argued in a "Squawk Box" interview, "The new guidelines are all fizz ... [and] don't address the fundamental problem that was raised that it was excessive, and we believe now is still excessive." Wintergreen has more than $2 billion of assets under management.

Last month, Coca-Cola said it adopted new guidelines for its controversial compensation plan—a revision that would see most executives, depending on performance, getting cash awards instead of shares in the company. Fewer shares would be awarded each year, resulting in less dilution of the total outstanding shares, Coke said.

For those select executives still entitled to long-term equity awards, the new plan puts less emphasis on stock options and more on performance shares—stock awards only given when companywide goals are met.


"They've gamed the system," said Winters. "It essentially pays management the same amount of money. It just changes the split between cash and stock." He added the split could be potentially more harmful to shareholder value by putting the dividend and earnings at risk.

Coca-Cola's board needs to address this compensation plan issue and revitalize growth in the company or be replaced, he said.

Coke did not immediately respond to a request for comment from CNBC.

Winters had been a leading voice in opposition to the original compensation plan since before it was passed at the company's annual shareholder meeting in April. Warren Buffett's Berkshire Hathaway, Coke's largest investor with a 9 percent stake, had abstained from the vote and later called the plan excessive.

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In a CNBC interview shortly after the release of the new guidelines, Buffett praised the revised plan, saying it makes "great, great sense."

But Winters remained undeterred Thursday, saying top management at Coca-Cola are the only winners and they don't deserve it because the stock return and company performance have been lackluster.

Coke stock is up nearly 4 percent this year, while PepsiCo is up more than 18 percent in 2014. Dr. Pepper Snapple is 46 percent higher on the year.

Last month, Coca-Cola reported third-quarter earnings that matched estimates, while revenue fell short of expectations. The beverage giant warned of currency headwinds ahead and lowered its sales and profit forecasts.

Coke also tripled the goal of its cost-cutting plan to $3 billion in savings by 2019.

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