AIG Chairman Steve Miller to Step Down in July -- Update

By Joann S. Lublin And Leslie Scism 

Robert S. "Steve" Miller intends to step down in July as chairman of American International Group Inc. after five years in the role, a person familiar with the matter said Monday.

AIG directors haven't yet decided on a replacement, but the next outside chairman is expected to be a current board member, this person added.

Mr. Miller joined AIG's board in 2009 and became chair in July 2010 during a challenging time for the global insurance giant. The company nearly collapsed during the 2008 financial crisis and received more than $180 billion of taxpayer assistance in one of the biggest single U.S. rescue packages. AIG repaid the government by late 2012.

Mr. Miller will give up the chairmanship but remain a board member because AIG's corporate governance guidelines state a non-executive chair should not serve for more than five years, and "there's no compelling reason to extend" Mr. Miller's chairmanship while the company is stable, said the person familiar with the matter.

A company spokesman declined to comment.

A veteran restructuring specialist who oversaw the restructuring of other troubled companies, Mr. Miller took command of the board in July 2010 as AIG needed help navigating a complicated plan to repay U.S. taxpayers through asset sales and a change in the financial structure of the company.

Previously Mr. Miller served as CEO of auto-parts maker Delphi Corp. between July 2005 and September 2007. He stayed as executive chairman until fall 2009, when the company emerged from a protracted bankruptcy.

As AIG's chair Mr. Miller found ways to co-exist with AIG's strong willed chief executive Robert Benmosche, who clashed with prior chair Harvey Golub and pushed Mr. Golub to resign, people familiar with the situation said at the time.

Mr. Benmosche stepped down last September as CEO and president, and in February died from lung cancer. His successor, Peter Hancock, received a $12.1 million pay package for 2014 as he assumed those positions, according to a federal filing on Monday. Compensation for Mr. Hancock, 56, who previously ran the company's big property-casualty operations, was a 25% increase from 2013.

Mr. Benmosche earned $11.4 million during his last year on the job, down from $14.8 million in 2013, according to the filing.

Jay Wintrob, who long ran the company's life-insurance and retirement-services businesses, had total compensation of $15.2 million last year, up from $9.4 million in 2013. Mr. Wintrob, who had been a candidate to succeed Mr. Benmosche, left the company in September.

In a separate letter to shareholders released Monday, Mr. Hancock indicated that more divestitures could lie ahead "as we sculpt the future AIG." Future initiatives would include "selling businesses that lack current or realizable potential synergy with our core operations."

Write to Joann S. Lublin at [e-mail] and Leslie Scism at [e-mail]

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