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Category 3 of 5 · 5 cases

CEO Exit & Failure

Sudden death, dismissal or a failed successor: succession planning on trial.

McDonald’s

2004
Hours to name a new CEO
What happened

CEO Jim Cantalupo died suddenly of a heart attack at a franchisee convention in Orlando.

What the board did

The board named COO Charlie Bell CEO within hours and made presiding director Andrew McKenna non-executive chair.

Inside the boardroom: timeline
  1. OngoingAt every board meeting, directors met without the CEO to discuss succession, so successors were already known.
  2. 19 Apr 2004, ~5 amCEO Jim Cantalupo dies in Orlando. Presiding director Andrew McKenna is called.
  3. 19 Apr 2004, before market openBoard elects COO Charlie Bell CEO and names McKenna non-executive chairman.
  4. May 2004Weeks later, Bell is diagnosed with cancer; the board reshuffles management to support him.
  5. 22 Nov 2004Bell steps down. Board meets the same day and elects Jim Skinner CEO and Mike Roberts President, both insiders, with no search firm.
Lesson

The textbook case for having an emergency successor ready.

Read more:CNN Money ↗

OpenAI

2023
~700 staff threatened to quit
What happened

The board fired CEO Sam Altman, saying he was not ‘consistently candid’. Nearly all staff threatened to leave for Microsoft.

What the board did

Within five days Altman was back and most of the old board was replaced by Bret Taylor (chair), Larry Summers and Adam D’Angelo.

Inside the boardroom: timeline
  1. 17 Nov 2023In a video call, four directors remove Sam Altman and Greg Brockman from the board and fire Altman, citing lack of candour.
  2. 18–20 NovMurati, then Emmett Shear, named interim CEO. Microsoft offers Altman a job; ~700 staff threaten to quit; director Sutskever recants.
  3. 21–22 NovAgreement in principle: Altman returns; a new initial board of Bret Taylor (chair), Larry Summers and Adam D’Angelo.
  4. 8 Dec 2023New board’s special committee hires WilmerHale to review the firing.
  5. 8 Mar 2024Review finds a breakdown of trust but that removal wasn’t mandated. Altman rejoins the board with three new directors.
Lesson

Firing a CEO without a clear case and stakeholder support can backfire on the board.

Read more:Fortune ↗PBS NewsHour ↗

Disney

2022
−41% share price that year
What happened

Bob Chapek, Iger’s hand-picked successor, faced weak earnings, a staff revolt and falling shares, months after a contract extension.

What the board did

The board ousted Chapek and brought back Bob Iger for two years, with a mandate to develop a successor.

Inside the boardroom: timeline
  1. Jun 2022Board extends Chapek’s contract by three years.
  2. 8 Nov 2022Weak earnings; investor and executive confidence collapses.
  3. 18 Nov 2022Board members approach Bob Iger about returning.
  4. 20 Nov 2022Board, led by chair Susan Arnold, ousts Chapek; Iger returns for two years with a mandate to develop a successor.
  5. 11 Jan 2023Mark Parker named chair; he will lead a new Succession Planning Committee as Trian runs a proxy fight.
Lesson

A failed succession is costly; boards must own the pipeline.

Read more:Fortune / AP ↗

McDonald’s

2019–21
$105M recovered from ex-CEO
What happened

CEO Steve Easterbrook was fired ‘without cause’ over a relationship with an employee. A whistleblower later revealed more relationships he had hidden.

What the board did

The board sued him in 2020 and recovered $105M+ in cash and stock, one of the largest clawbacks ever.

Inside the boardroom: timeline
  1. 1 Nov 2019Board fires Easterbrook over a non-physical relationship but agrees a separation ‘without cause’, worth $40M+.
  2. 2020A whistleblower tip to the chairman reveals more hidden relationships and deleted evidence.
  3. 10 Aug 2020Board sues Easterbrook, saying it would have fired him for cause had it known.
  4. 16 Dec 2021Settlement: he returns $105M+ and apologises; the board says it was right to pursue the case.
Lesson

Boards must verify facts before agreeing exit terms, and enforce the code at the top.

Read more:CBS News ↗

Nestlé

2025
2 CEOs ousted in one year
What happened

CEO Laurent Freixe had an undisclosed romantic relationship with a direct subordinate, flagged by staff through the hotline. He first denied it.

What the board did

An investigation led by the chair and lead independent director, with outside counsel, ended in his dismissal with no exit package. Philipp Navratil replaced him.

Inside the boardroom: timeline
  1. Before Sep 2025Staff raise concerns via the internal hotline; a first check doesn’t substantiate them and Freixe denies it to the board.
  2. Before Sep 2025As concerns persist, chair Paul Bulcke and lead director Pablo Isla oversee a probe with outside counsel.
  3. 1 Sep 2025Board dismisses Freixe with immediate effect and no exit package; Nespresso chief Philipp Navratil becomes CEO.
  4. 16 Sep 2025Under investor criticism, Bulcke brings forward his exit; Isla becomes chair on 1 October.
Lesson

A whistleblower channel and an independent investigation protect the board’s credibility.

Read more:Al Jazeera / Reuters ↗