Tenet Healthcare Corp., Santa Barbara, Calif., said in its annual proxy statement that three of its directors -- including one who joined the board last year -- will not stand for re-election at Tenet's annual meeting May 6 in Dallas. The Rev. Lawrence Biondi, Sanford Cloud Jr. and Robert Nakasone will serve out their terms through the annual meeting. Nakasone, former chief executive officer of Toys 'R' Us, who steps down after one year on the board, did not offer a specific reason for his decision, Tenet said. Biondi and Cloud, both elected to the board in 1998, decided "to focus their energies on other endeavors," Tenet Chairman Edward Kangas said in a news release. Tenet also said director Monica Lozano, who joined the board in 2002, has told the company she may decide not to stand for re-election in 2005 because of increased duties as publisher and CEO of La Opinion, a Spanish-language newspaper. Tenet spokesman Harry Anderson said the remaining eight directors expect to continue recruiting new independent directors, but there is no set number of directors or timeframe.
The proxy statement also included compensation details for Tenet President and CEO Trevor Fetter. Fetter was paid a salary of $848,539, a bonus of $262,500 and contributions to retirement plans and insurance policies of $33,516, for a total of $1.1 million. He also received other annual compensation of nearly $1.3 million, primarily to reimburse him for a loss on the sale of his San Francisco home resulting from his return to Tenet as president in November 2002, the proxy said. Fetter also received restricted stock awards valued at $3.7 million, which will not fully vest until 2007, and 350,000 options to purchase Tenet stock. Former CEO Jeffrey Barbakow, who resigned May 26, 2003, was paid $585,231 in salary, $59,666 in other annual compensation, including $48,032 for automobile use, and $1.4 million in other compensation consisting primarily of severance pay and unused personal leave time, for a total of nearly $2.1 million. Tenet owns or operates 100 hospitals but plans to divest 31. -- by Vince Galloro