EV maker Rivian gives CEO a Musk-style pay package worth up to $4.6 billion

By Abhirup Roy, Akash Sriram and Ross Kerber

(Reuters) -Electric pickup and SUV maker Rivian said on Friday it was giving its CEO a pay plan worth as much as $4.6 billion over the next decade, a deal similar to Tesla’s record package for CEO Elon Musk, and linked to new ​profit targets and lower share price milestones than a previous deal.

The move by the Rivian board shows that the Tesla plan for Musk could become a model for companies aiming to grow ‌fast. Rivian’s pay package for its CEO RJ Scaringe could be one of the richest in history, depending on what performance goals are met.

Rivian said the plan will retain its founder and keep him focused on growth and profitability as ‌the automaker, known for its R1S SUVs and R1T pickups, gears up to launch next year its smaller, more affordable R2 SUV that will compete with Tesla’s best-selling Model Y crossover.

The Rivian plan replaces one that the board said was not likely to be met, with the fresh plan having lower goals in terms of share growth.

Removal of key EV tax credits is expected to cut sales through the rest of this year. Rivian has doubled down on slashing costs, and recently laid off about 600 employees, or 4.5% of its workforce.

Tesla shareholders on Thursday approved a record $1 trillion pay package ⁠for CEO Elon Musk based on a combination of operational and valuation ‌milestones over 10 years, after the board said he could leave if the plan was not passed.

“While Rivian may not be a direct copycat, there are definitely Elon Musk characteristics that are similar,” said Yonat Assayag, a partner at compensation consulting firm ClearBridge Compensation Group.

The offer shows how other companies ‍are following the Tesla model for tying outsize CEO rewards to big potential market gains, she said, adding that some have reached out to her own firm looking for similar executive-pay designs. “It’s not to keep up with Musk, but inspired by Musk’s award.”

While the pay packages with ambitious goals sound attractive, such structures may not always work out for company leaders, many of whom struggle to hit ​the targets with changing policies and economic headwinds over the years, said Amit Batish, director for research firm Equilar.

THE REVISED PLAN

Under the new plan, CEO Scaringe is receiving options to purchase ‌up to 36.5 million shares of Rivian’s Class A stock, about 16 million more than the previous grant, at an exercise price of $15.22 apiece, the company said in a filing with the U.S. Securities and Exchange Commission.

The award will vest if Rivian achieves reduced stock-price milestones ranging from $40 to $140 a share over 10 years, as well as new operating income and cash flow targets over the next seven years. The company did not provide details on what those goals entail.

The reduced stock milestones compare to the previous pay package, awarded in 2021, which was linked to Rivian’s share price reaching $110-$295 a share. Rivian canceled that one, saying the targets tied to that grant were unlikely to be met.

Rivian shares closed at $15.22 ⁠on Thursday.

The new package includes shares worth about 3% of Rivian. Scaringe has about 2% of the ​firm, said Vitaly Golomb, managing partner at Mavka Capital and a Rivian investor, who approved of the plan. ​”RJ’s starting position makes this package much more reasonable than Musk’s,” he said. Musk owns about 13% in Tesla — although his voting power is 15% — with the new pay package potentially boosting that to 25%.

If Rivian hits all the milestones as part of the ‍package, he will get up to $4.6 ⁠billion, including the costs of exercising options, Reuters’ calculation showed, while Rivian said shareholders will gain $153 billion in value.

Rivian’s board also doubled Scaringe’s base salary to $2 million, saying the changes were made with input from an independent compensation consultant and were designed to better align pay with shareholder returns.

Separately, Scaringe was granted 1 million common ⁠units in Mind Robotics, a newly formed Rivian spinoff with external funding developing industrial AI technology, giving him up to a 10% economic interest once the business’ profit exceeds a certain threshold.

Scaringe will serve as chairman of the ‌board of directors for Mind Robotics, and Rivian is a shareholder of the company, it had said earlier this week.

(Reporting by Abhirup Roy in San Francisco ‌and Akash Sriram in Bengaluru and Ross Kerber in Boston; Editing by Peter Henderson and Alan Barona)