The decline comes close to the 43.8% drop in DreamWorks Animation’s market value in 2011. Katzenberg doesn’t live on pay check money — he and David Geffen jointly control about 68% of the voting shares. But Katzenberg ended up with about $4M in compensation, almost all of it from stock awards. (I say “almost” to account for his $1 salary.) Although the stock award was up $1.6M from 2010, he didn’t receive any option awards which amounted to $4.3M the previous year. For some reason, the proxy doesn’t include in Katzenberg’s compensation tally $1.5M it spent in 2011 for his travels on a private jet that he co owns with director Steven Spielberg. DreamWorks says that last month it began to provide personal security service for the CEO “at Mr. Katzenberg’s request.” Total compensation for the five highest paid DreamWorks execs fell 45.7% in 2011. Katzenberg had 29% of the pie, and his pay was just 1.7 times higher than the average for his top four colleagues. Corporate governance experts begin to flinch when the CEO’s pay is more than three times the average for other top execs.

DreamWorks’ proxy also notes that it spent $1.1M last year leasing a jet owned by Geffen, the company’s third co-founder. DreamWorks paid Geffen a $2M consulting fee last year, as well as $423,789 for services from entities that Spielberg controls. The company’s annual meeting will be held May 29 in Hollywood.