Executive Compensation Solutions
Typical Client Challenges for Public Companies
- Heightened scrutiny from investors, proxy advisors, media, and employees on pay for performance, ESG, and “excessive” pay outcomes.
- Complex and evolving rules on pay versus performance, clawbacks, 162(m), hedging/pledging, and equity plan governance.
Signature Solutions
- Compensation Committee Advisory: Annual cycle support, meeting materials, independent recommendations, and education for the committee and board.
- Executive and Director Pay Benchmarking: Investor defensible peer group construction and total compensation benchmarking, including TSR and index based peer perspectives.
- Incentive Plan Design (STI and LTI): Design and calibration of financial, strategic, and ESG metrics, goal setting, payout curves, caps, and risk mitigation features.
- Equity Strategy and Share Usage: Plan design, equity mix (options/RSUs/PSUs), dilution management, burn rate modeling, and share reserve sizing.
- Governance and Risk: Pay for performance alignment studies, compensation risk assessments, clawback and stock ownership guidelines, anti hedging/pledging policies.
- Disclosure and Say On Pay Readiness: CD&A narrative, pay versus performance tables, shareholder outreach talking points, and proxy advisor issue scans and mitigations.
Deliverables (Examples)
- Annual “Executive & Director Pay Dashboard” summarizing competitiveness, performance linkage, and hot spot issues.
- Draft committee calendar, decision frameworks, and disclosure language tailored to ISS/Glass Lewis and major shareholder expectations.