Orbitz Worldwide announced the "planned retirement" of CFO Marsha Williams and cited newly imposed limitations on the number of public company boards employees could serve on as the reason underlying her exit.
"Our board continually evaluates our governance practices and policies, particularly in light of the increased scrutiny corporate governance is receiving within Congress, from shareholder activists and the public generally following the financial crisis," says Brian Hoyt, Orbitz Worldwide's vice president of communications and government affairs.
"After reviewing our 'outside board membership policy,' our board of directors felt that Company employees shouldn’t serve on more than '1' public company board (though in limited circumstances they would permit service on 2 public company boards)," Hoyt says. "Marsha wanted to honor her current board commitments and therefore chose to retire rather than resign from her boards."
Williams, who became Orbitz CFO in July 2007 and will serve in the post through the end of the year while a search for a successor is conducted, wasn't a member of the OWW board.
Williams serves on the following public company boards: Chicago Bridge and Iron, Modine Manufacturing and Fifth Third Bancorp.
Several Orbitz Worldwide board members serve on multiple company boards, although the new Orbitz policy targets public company boards only.
And, Jeff Clarke serves on three boards, two of which are public companies.
Clarke, the chairman of the Orbitz Worldwide board, is CEO and a director of the Travelport board, and also sits on the UTStarcom board. Orbitz Worldwide and UTStarcom are public companies.
"My decision was a difficult one, but I am looking forward to being able to devote more time to the boards which I serve," Williams stated.
Williams' employment agreement runs until July 9, 2010, but it automatically extends for one-year periods unless either party provides 120 days' notice. Williams' salary was $462,000 and she was eligible to participate in the company's incentive bonus plan.
"I want to thank my team for their hard work during what has been a very exciting time for this company, and [I] will enjoy watching their future growth and success," Williams says.
Orbitz Worldwide President and CEO Barney Harford praised Williams for her role in the company's 2007 IPO "and the stabilization of our business through last year's challenging economic period."