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<\/a>On June 25, 2010, the shareholders of XTO Energy, Inc.<\/a> (XTO) will decide at a special shareholders\u2019 meeting whether or not XTO should become a wholly owned subsidiary of ExxonMobil Corp. (XOM).<\/p>\nWhen Michelle wrote about the deal last December, she noted<\/a> at the time that XTO\u2019s senior executives had agreed to take consulting agreements rather than the larger sums they could have received under their employment agreements\u2019 change in control (\u201cCIC\u201d) terms. \u00a0But it wasn\u2019t until XTO filed its merger proxy<\/a> last Friday afternoon that we learned just how lucrative those consulting deals will be.<\/p>\n In all, the five NEOs would have received an aggregate $114.35 million more if they had stuck with the CIC provisions in their employment agreements. But the money that they\u2019ll get from the consulting jobs are a lot higher than one might have assumed after reading the 8-K<\/a> that XTO filed last December. As a group, they’re still getting approximately $190,340,000 in cash and stock if the deal goes through.<\/p>\n The merger proxy also shows that some NEOs are sacrificing a lot more than others. For Bob Simpson, the company\u2019s founder and Chairman of the Board of Directors, the difference is relatively small – $1.65 million. Simpson will receive $84.42 million under the consulting agreement instead of the $86.07 million he would have received per his employment agreement. But for the other NEOs, the difference between what they\u2019ll get from the consulting agreements \u2013 compared to what they would have received from the employment agreements \u2013 is a lot more dramatic:<\/p>\n
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