Legacy Schering-Plough Director Patricia Russo Received Almost 5 Times More “No” Votes, Than Any Other Merck Director

Late this evening, Merck filed its SEC Form 8-K disclosing the results of the voting, at the annual meeting of shareholders, held on Tuesday morning.

There were scarcely any surprises — save one.

Patricia Russo (backgrounder), the 2009 chairman of the legacy Schering-Plough Compensation Committee (along with Hans Becherer) — the committee that proposed, and approved, nearly $235 million in total payouts to Mr. Hassan — saw between four and 10 times as many no votes, as the other directors. For comparison, I’ll include Mr. Frazier’s totals:

. . . .Election of Directors:

Name | For | Against | Abstained | Broker Non-Votes

Patricia F. Russo | 1,925,742,542 | 236,445,900 | 6,655,627 | 377,182,887. . . .

Kenneth C. Frazier | 2,096,967,321 | 57,398,361 | 14,478,387 | 377,182,887. . . .

Wild. I suppose this could be a delayed S-P compensation complaint effect — or, a proxy vote, on some action she took as a board member at one of her other public company seats (but I suspect this is related to her seat on the HP board).

We will scout around on this, tomorrow — but here is her current bio: Lead Director, General Motors Company since 2010 and Director since 2009 (auto manufacturer); Director, Alcoa Inc. since 2008 (leading producer and manager of aluminum) and Hewlett-Packard Company since 2011 (a technology company). Ms. Russo was Chief Executive Officer and Director, Alcatel-Lucent from 2006 through 2008. She previously served as Chairman of Lucent Technologies Inc. from 2003 to 2006 and Chief Executive Officer and President from 2002 to 2006.

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