Finance
Proxy Firm Urges Eni Shareholders to Reject CEO Pay Boost
Published by Global Banking & Finance Review®
Posted on April 16, 2026
2 min readLast updated: April 16, 2026
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Proxy adviser ISS is urging Eni shareholders to vote against a proposed 23% salary increase for CEO Claudio Descalzi, deeming the total compensation—potentially up to €15.4 million—“excessive” and raising transparency concerns.
ISS Recommends Eni Shareholders Reject CEO Descalzi's Pay Increase Proposal
ISS Opposition to Eni CEO Pay Hike and Shareholder Implications
Background on Eni's CEO Pay Proposal
April 16 (Reuters) - Influential proxy adviser ISS has urged shareholders to vote against Italian energy company Eni's proposal to sharply increase its chief executive's pay for 2026, calling the move "excessive".
After nine years of no pay raise, Eni planned to lift CEO Claudio Descalzi's remuneration by about 23% to 8.9 million euros ($10.49 million), with pay rising up to 38% to 15.4 million euros under an additional overperformance tier in its long-term incentive plan, the proxy advisory firm said.
Leadership Tenure and Reappointment
Earlier this month, Rome proposed reappointing Descalzi, 71, for a fresh three-year term starting in May, which would extend his reign as the company's longest-serving head.
ISS's Rationale for Rejection
"While some increase may have been understandable, the resulting level appears excessive," said ISS, calling current pay levels "already substantial".
ISS recommendations guide large numbers of shareholder votes at annual general meetings.
Transparency and Reporting Concerns
"In the remuneration report, the absence of reported performance outcomes for 2023-2025, together with the ongoing lack of timely information on accrued annual bonuses for senior managers, resulting in a one‑year reporting lag, raises transparency concerns and falls short of acceptable market standards," ISS added.
Eni's Response and Industry Context
Eni did not immediately respond to Reuters' request for comment outside regular business hours.
It said in March that it had assessed the remuneration of its CEO by benchmarking it against European peers such as Shell, TotalEnergies, and BP.
Challenges Ahead for Eni and Its Management
Analysts have previously cautioned that one of the challenges for the energy group and its top management in the next three years will be to support growth at its new units and make sure that returns promised to investment partners are delivered.
Shareholder Meeting and Additional Information
Eni plans to hold its shareholder meeting on May 6, according to its website.
($1 = 0.8487 euros)
(Reporting by Anusha Shah in Bengaluru and Mrinmay Dey in Mexico City; Editing by Sonali Paul)
Key Takeaways
- •ISS criticizes the sharp CEO pay hike and deems it excessive despite no raises for nine years.
- •The proxy firm points to a lack of disclosure on 2023–2025 performance outcomes and a one‑year reporting lag as transparency issues.
- •The shareholder meeting is set for May 6; ISS recommendations can strongly influence votes, amid broader scrutiny of proxy advisors.
Frequently Asked Questions about Proxy firm urges Eni shareholders to reject CEO pay boost
1Why is ISS urging Eni shareholders to reject the CEO pay increase?
ISS believes the proposed CEO pay raise is excessive and cites concerns over lack of transparency in the remuneration report.
2How much is Eni proposing to increase its CEO's pay?
Eni proposes increasing CEO Claudio Descalzi's pay by about 23% to 8.9 million euros, with a potential rise to 15.4 million euros under overperformance.
3What transparency issues did ISS highlight in Eni's remuneration report?
ISS noted a lack of reported performance outcomes for 2023-2025 and delayed reporting on bonus accruals for senior managers.
4When will Eni's shareholder meeting on the pay proposal take place?
Eni's shareholder meeting is scheduled for May 6.
5Who is Eni benchmarking its CEO's remuneration against?
Eni has benchmarked CEO pay against European peers, including Shell, TotalEnergies, and BP.