The Foundation noted in its post on the Wikimedia-l mailing list that it would in future use a new, standardised severance policy for staff at all levels, described in a Diff post published last month.
The new policy sets a cap on severance pay of one month's salary for each year worked at the WMF, up to a maximum of nine months (unless local law dictates otherwise). Under this scheme both Maher and Uzzell, who spent less than two-and-a-half years at the WMF, would have qualified for much smaller severance payments. But even the new scheme allows for "exceptions":
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.
So it seems by no means assured that the new policy will prevent the recurrence of such large severance payments – which are ultimately paid from global Wikipedia donations.
Discussions during the 18 May conversation with the WMF Trustees
The discussions related to executive pay took up about 15 minutes of the 80-minute meeting, beginning here at time code 23:42 and ending at time code 38:36. First, WMF trustee Nataliia Tymkivtook the following question:
"I would like to know the trustees' characterisation of the growth of executive compensation and whether they think reducing it to historical levels is preferable to layoffs."
Nataliia said that while US compensation may seem high to someone from Europe, it was data-based rather than based on fundraising success and always reflected local salary levels, adding that going back to past compensation levels was not feasible:
"There is also no way of returning back to historical, unless we actually start hiring people who are really rich, and they can just allow to be philanthropic, and you know, not receiving salaries, but I think that's also not sustainable to just expect that rich people who don't need to care for their bread in the morning can just come and work for us."
The Wikimedia Foundation's Form 990 for 2021. Information on executive compensation can be found on pp. 8–9 and 49–50
Next came some of the questions about the severance policy that Florence had submitted before the meeting:
Is the one month of severance pay entirely based on the last month's salary, the last year or previous years?
Will this policy affect severances for executives?
For staff that are "exceptions", are there particular staff members that are able to negotiate exceptions when they join the Foundation, do they negotiate their exception when they depart, or is it something that can be discussed during their tenure?
How many staff are considered "exceptions" and will there be a maximum number of exceptions?
These questions were partially answered (time code 28:47) by CEO Maryana Iskander. Maryana explained at length that the new severance policy was part of an effort to harmonise the Foundation's approach as much as possible across different countries, including for executives, but allowed that there would always be exceptions for various reasons. The policy might also need adjusting in the light of experience. However, she confirmed that the policy will take the last month of paid salary as the basis for calculating the severance.
This is an important point, as there have already been cases of Wikimedia executives being awarded steep pay rises towards the end of their tenure with the Foundation (see Wikimedia Foundation salaries on Meta-Wiki). Indeed, according to the Form 990, Katherine Maher was paid US$164,567 in base compensation for four months' work in 2021. This would appear to be equivalent to an annual base compensation of US$493,701, considerably more than her US$404,053 base compensation in 2020. Questions submitted by Florence that remained unanswered in the meeting were:
When severance packages would be negotiated or re-negotiated
Whether the WMF would report the numbers or percentages of staff qualifying for an "exception"
Whether there were plans for a maximum severance for those in the exception segment (for example, at most x months per year of employment)
Whether anything is being done to better address the serious escalation of severance packages of the high-level executives
Next, Maryana answered a question on whether there was an incentive system in place to invite Foundation staff to make donations to the Foundation or other Wikimedia entities. She said there was no such system in place, but some staff did voluntarily make such monetary contributions; many of course also volunteered on the projects.
Who approved these severance packages?
The next question was about who approved the above severance packages. Nataliia explained that the Wikimedia Foundation's Board of Trustees approved them (with input from the Talent and Culture Committee), but that severance agreements and related Board votes and resolutions were confidential and not made available to the public.
The last question in this section of the meeting concerned Maryana Iskander's and Selena Deckelmann's compensation. While their salaries were not yet reflected in the 2021 Form 990 (both only joined in 2022, and the 2022 data will only need to be reported in 2024), they were proactively disclosed a few weeks ago on Meta: Iskander's base compensation is currently US$453,000 and that of Selena Deckelmann, Chief Product and Technology Officer, is US$420,000. When asked if it was planned to make this kind of proactive disclosure of current executive compensation a regular practice, Iskander gave a non-committal answer:
"It's not clear that this type of disclosure will be necessary – now that it has been disclosed – in future years. But the intent certainly is to continue to use the Annual Plan as a place to increase visibility, transparency and accountability of information from the Foundation, I think with the intentionality that we, I hope, demonstrated this year."