Marks & Spencer boss Sir Stuart Rose has given up more than £1m in share bonuses following pressure from angry shareholders.
Sir Stuart and marketing supremo Steven Sharp waived their rights to a third of the shares they were awarded under a bonus scheme.
The move will see Sir Stuart's potential award drop from 1.18 million shares to 789,933.
But the deal will still offer the group's executive chairman a possible £3.4m-worth of shares if all the targets are met.
Sir Stuart said the decision followed "feedback" from shareholder representative bodies after the awards were announced on June 11.
"I am committed to ensuring that Marks & Spencer engages in full and constructive dialogue with our shareholders," he added.
The Association of British Insurers (ABI), which represents close to a fifth of UK shareholders, had raised concerns over the awards.
Sir Stuart was controversially promoted to executive chairman a year ago, causing an outcry among shareholders.
The Local Authority Pension Fund Forum wants M&S to appoint an independent chairman by 2010.
It was disclosed earlier this month that Sir Stuart's total pay package jumped 28% last year despite a 40% fall in profits.
The group's annual report showed he earned £1.77m in the year to March, up from £1.38m a year earlier.
His basic salary was frozen at £1.13m and he received no bonus for the second year in a row.
The chain's latest annual profits slumped to £604m after hitting £1bn for the first time in a decade the previous year, and dividend payments have been cut.
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