Andreas,

You write

> Victoria did say last year, on-wiki: The Board has done its main job - changed the CEO. 

> (Victoria did not provide further details when asked.) 

I want to say that  The Board has done its main job - changed the CEO means " by mutual agreement". If there's a mutual agreement that the current CEO is leaving, the Board will inevitably have to find a new one, e.g. change the CEO.

Also, I find your complete lack of good faith and attempts to catch out everybody on anything very unpleasant and completely contradictory to the spirit of the Movement.

Victoria



On Thu, May 11, 2023 at 9:49 PM Lauren Worden <laurenworden89@gmail.com> wrote:
Flo and Andreas,

Have you asked these questions to askcac@wikimedia.org?

https://meta.wikimedia.org/wiki/Wikimedia_Foundation_Community_Affairs_Committee/2023-05-18_Conversation_with_Trustees#Submit_your_questions

-LW

On Thu, May 11, 2023 at 12:22 PM Florence Devouard <fdevouard@gmail.com> wrote:
>
> Speaking of which... I was reading with a lot of interest the new policy regarding severance packages...
>
>
> I read on the diff (1)
>
>
> "The guidelines have also provided an opportunity to better align our processes globally when staff leave the Foundation. This includes a new standardized severance policy for staff at all levels of one month of severance pay for every year of their employment, up to nine months (unless local laws require otherwise) – any exceptions require a joint recommendation by the Head of Talent & Culture and the General Counsel, with final approval from the CEO. The guidelines have allowed us to make these and other policies more transparent to staff irrespective of where they live and work. "
>
>
> I suppose this decision was partly made because some staff did not benefit from a severance package (or only from a very poor one), in particular in cases of non-US based staff. If that's the case, it is a good move to introduce more equity.
>
> Out of curiosity...
>
> 1) is the one month of severence pay entirely based on the last month salary, or the last year salary, or does it take into account the previous years (which were presumbly at lower salary) ?
>
> 2) for those staff who are "exceptions", is the agreement with the exception done at the beginning of the tenure, at the end of the tenure (as part of the departure discussion) or can be discussed-rediscussed at any time during the agreement ?
>
> 3) do you plan to communicate on the number (or percentage) of staff who are actually in the "exception" packages ? (no name obviously, but an idea of the size of that segment. Because if the "exception" segment is 50% of the 700+ staff, then equity is not it...)
>
> 4) do you plan to adopt a "maximum" for those in the exception segment (for example, the standard is 1 month per year employed... to limit the severance to equivalent "xx months of employed years")
>
> 5) last... is there an incentive system in place to invite WMF staff to make donations to WMF or to the other Wikimedia entitites (such as doubling their donations)
>
>
> Salaries at the WMF seem to have climbed tremendously the past few years (2). Severance packages seriously climb as well. Many will turn a blind eye on this, but I am sure you realize that others might be concerned.
> I fully understand and support the approach that would result in more equity for WMF staff and recognise that this must be a challenge to implement due to the diversity of countries they live in.
> I also recognise the need to make working for WMF appealing, hence confortable packages.
> But still...Is there anything done to better address the serious escalation of severance packages of the high level executives ? (beside inviting them to leave asap they have been employed more than 5 years that is)
>
>
> Flo
>
>
> (1) https://diff.wikimedia.org/2023/04/06/wikimedia-foundation-global-guidelines-policies-practices/
>
> (2) https://meta.wikimedia.org/wiki/Wikimedia_Foundation_salaries
>
>
> Le 09/05/2023 à 21:55, effe iets anders a écrit :
>
> I'm sure someone at the Foundation will have a better response, and you may have puzzled this together yourself already, but we've seen in previous years that the reported salary went up in the last year of someone's service, possibly due to consulting fees and severance packages. Both Maher and Uzzell left the Foundation in 2021. Typically the WMF has been cautious to give much detail on this though (understandably).
>
> Lodewijk
>
> On Tue, May 9, 2023 at 10:03 AM Andreas Kolbe <jayen466@gmail.com> wrote:
>>
>> Dear all,
>>
>> Page 49 of the new Form 990 (2021) shows the following total compensation figures for former CEO Katherine Maher and Janeen Uzzell in that year:
>>
>> $798,632 and $515,553 respectively. Both figures far exceed all prior records.
>>
>> https://upload.wikimedia.org/wikipedia/foundation/1/14/Wikimedia_Foundation_2021_Form_990.pdf#page=49
>>
>> The Form 990 now shows a total of six executives whose total compensation exceeded $400,000.
>>
>> For comparison, the Form 990 for the year before (2020) showed a total of eight executives whose total compensation exceeded $300,000:
>>
>> https://upload.wikimedia.org/wikipedia/foundation/e/e4/Wikimedia_Foundation_2020_Form_990.pdf#page=48
>>
>> These are interesting developments.
>>
>> Andreas
>>
>>
>> On Tue, May 9, 2023 at 4:25 PM Nataliia Tymkiv <ntymkiv@wikimedia.org> wrote:
>>>
>>> Dear all,
>>>
>>>
>>> Today, the Wikimedia Foundation published the Form 990 [1], an informational tax form required annually of all nonprofit organisations based in the US. The Form 990 provides a financial overview of the Foundation, including the balance sheet, revenue and expenses, as well as grantmaking, governance, and other financial policies. It also includes compensation information required for senior executives. This document is reviewed by the Board each year before it is published on the Foundation website.
>>>
>>>
>>> Because of reporting periods, the Form 990 provides a look back at the activities and budget for the Foundation in prior years. This year’s Form 990 covers last fiscal year (July 2021-June 2022), and for compensation related reporting, it covers the 2021 calendar year. Because the Form 990 is a tax document with a complicated format, this year the Foundation has also published a Diff post [2] that provides an overview of the different sections of the form; an executive summary [3] of the Form, and an FAQ on Meta [4].
>>>
>>>
>>> This year’s Form 990 contains several key takeaways:
>>>
>>>
>>> Growth in support of Wikimedia projects: In the 2021-2022 fiscal year, the Foundation invested 77% in Program Services, an increase of 4 percentage points as compared to fiscal year 2020–2021 of 73%. This measure reflects how much of the organisation’s expenses are allocated towards the programs and services that it exists to deliver. This surpasses third-party standards for how much nonprofit organisations should spend on programs, which should be the majority of their budget (more than 65% according to the Better Business Bureau).
>>>
>>> Increase in community grants: During fiscal year 2021-2022, the Foundation’s revenue received through donations and grants, totaled $164.2 million, a roughly $9 million increase from the prior fiscal year. The Foundation increased its grants programme by 50%, from $10.1M in the prior fiscal year to $15.2M in fiscal year 2021-2022.
>>>
>>> Comprehensive governance policies: The Foundation follows a number of best practices for governance as an established nonprofit organisation. The Form 990 includes a section confirming written policies regarding our approach to conflicts of interest, protecting whistleblowers, guidelines for data retention and governance practices, including those related to the Foundation's Board structure, voting rights, and independence. These governance policies and practices have helped the Foundation to receive the highest rating from sites like Charity Navigator.
>>>
>>> Leadership Transition: This year’s Form 990 also reports on a period of significant leadership transition at the Wikimedia Foundation, including the CEO stepping down. The Form includes compensation information as well as severance disclosures for Foundation executives who departed in 2021. This January, the Wikimedia Foundation introduced a new standardised severance policy, which was shared in a Diff post [5]. Separation payments to two additional executives that precede the implementation of this standardised policy will be disclosed in future Form 990s.
>>>
>>>
>>> Finally, the Form 990 is one of several documents that the Foundation publishes each year, to provide more visibility into the budget and how the Foundation allocates resources towards its work. In addition to the Form 990, you can find additional information in this year’s Annual Plan, in the Foundation’s Annual Report, and in a series of Diff posts about the Foundation’s compensation practices, global guidelines, and our approach to hiring.
>>>
>>>
>>> The Community Affairs Committee of the Board will host its regular Open Conversation with Trustees next Thursday May 18 at 1800 UTC where this topic will be on the agenda along with a final opportunity for feedback on the Foundation’s Annual Plan. Questions about the Form 990 are invited on the talk page on Meta.
>>> [1] https://wikimediafoundation.org/about/financial-reports/#a2-2021-2022
>>> [2] https://diff.wikimedia.org/2023/05/09/highlights-of-form-990-for-the-wikimedia-foundation/
>>> [3] https://meta.wikimedia.org/wiki/IRS_tax_related_information/2021_Wikimedia_Foundation_Form_990_Frequently_Asked_Questions#FY_2021-2022_Form_990:_Executive_Summary
>>> [4] https://meta.wikimedia.org/wiki/IRS_tax_related_information/2021_Wikimedia_Foundation_Form_990_Frequently_Asked_Questions#Overview
>>> [5] https://diff.wikimedia.org/2023/04/06/wikimedia-foundation-global-guidelines-policies-practices/
>>>
>>> Best regards,
>>> antanana / Nataliia Tymkiv
>>> Chair, Wikimedia Foundation Board of Trustees
>>> NOTICE: You may have received this message outside of your normal working hours/days, as I usually can work more as a volunteer during weekend. You should not feel obligated to answer it during your days off. Thank you in advance!
>>>
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