Possible HP Payouts Revealed

Hewlett-Packard Co. Chief Executive Carly Fiorina and Compaq Computer Corp. CEO Michael Capellas together may be paid more than $115 million if the two computer makers merge, Walter Hewlett said.

Walter Hewlett for weeks has been pressing the companies to disclose what top officials would be paid if shareholders approve Hewlett-Packard’s plan to buy Compaq. He said the pay packages may affect investors’ votes on the deal.

On Tuesday he released figures, which include two years’ salary and bonus plus stock options, he said the companies considered when they announced the deal.

Walter Hewlett, son of co-founder William Hewlett, has started a proxy fight to topple the deal, which he said will make the company too dependent on low-profit personal computers. Hewlett-Packard investors will vote March 19.

“The details of the compensation packages contemplated for Ms. Fiorina and Mr. Capellas are important,” Walter Hewlett said in a report on the possible executive pay. “HP’s stockholders deserve to know this information.”

The Palo Alto-based firm said no pay decisions have been made.

The firm considered paying Fiorina $1.6 million in salary and a $4.8-million bonus annually for two years, and stock options with an “estimated current value” of $57 million, said Hewlett, a member of the board’s compensation committee. Capellas may receive a $1-million salary and $3.8-million bonus for two years, with options worth $38 million, Hewlett said.

Those earlier discussions were “aborted” and won’t be used as a minimum or benchmark for future agreements, the company said. On the New York Stock Exchange, Hewlett-Packard shares rose 3 cents to close at $20.01 and Compaq fell 20 cents to $10.40.