In yesterday’s Advisor consultant Kurt Fichthorn revealed the “hot buttons” the ISS (Institutional Shareholder Services) looks for in executive comp packages. Today, his take on 2012 trends, plus an introduction to the all-compensation-in-one website, Compensation.BLR.com.
Fichthorn , vice president in the Philadelphia office of Hay Group, was joined in his presentation at a recent BLR/HRhero webinar by Martin Somelofske, a senior principal in Hay Group’s Metro New York office. Fichthorn suggests that the following trends will characterize executive compensation in the upcoming year:
- Continued government interest and involvement, specifically through Dodd-Frank
- Due to shareholder interest, and proxy advisory firm influence, continued conservatism around certain pay program features and design, including:
- Double triggers on equity plans (single triggers will be much less prevalent)
- Lower severance multiples
- Elimination of excise tax gross-ups and fewer perquisites
- Increased share ownership guidelines (that is, standards increasing number of shares to be held, and the length of holding
- Due to current performance equity designs, more volatility of outcomes:
- More pay for performance
- More using stock options and PSUs (performance stock units) in their LTI program
- Increased use of total shareholder return (TSR)-based performance plans to ensure executives don’t win if shareholders lose
- More companies defering a portion of bonuses into stock (This is both a “risk in compensation” issue as well as a mechanism to enforce clawbacks)
Don’t be fooled by the modest shareholder reactions of 2011; says Fichthorn. If performance declines while executive pay does not, you can be sure that shareholders will make themselves heard.
Increasingly, he adds, executive compensation packages have to reflect the answers to these questions:
What makes business sense?
What do shareholders want?
Where’s their breaking point?
Pay Philosophy
We’re going to see pay positioning that maps to competitive positioning. So, for example, if pay is targeted to the 75th percentile, performance should be in the 75th percentile to reap the reward.
Performance Measures
A balanced approach should reward something evenwhen returns are low, but a lot when the team outperforms plans and the market. Certainly, there should be no bigpayouts when shareholders lose.
Short-Term Incentives/Bonuses
Some discretion should be allowed, and again there is the need for balancing financial and strategic measures. Nevertheless, shareholders want formula-driven plans, not casual, discretionary plans.
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Long Term Incentives
Expect a move toward performance vesting linked to key milestones That is, shares vest only when a certain milestone is reached (earnings per share, sales, profits, etc.)
Perquisites
Shareholders don’t like them, Fichthorn says and, typically, perquisites are small compared to compensation. For example, says Fichthorn, shareholders don’t like excessive personal use of the company plane.
Change in Control
Shareholders want the incentive for executives to be aligned with the best interest of shareholders. So, employers are likely to:
- Eliminate single triggers and go to double-triggers
- Make separation payouts 2x instead of 3x
- Reduce the use of gross-ups
Executive pay—a challenge, but certainly not your only challenge. In HR, if it’s not one thing, it’s another. Like FMLA intermittent leave, overtime hassles, ADA accommodation, and then on top of that whatever the agencies and courts throw in your way.
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You need a go-to resource, and our editors recommend the “everything-HR-in-one website,” HR.BLR.com. As an example of what you will find, here are some policy recommendations concerning e-mail, excerpted from a sample policy on the website:
Privacy. The director of information services can override any individual password and thus has access to all e-mail messages in order to ensure compliance with company policy. This means that employees do not have an expectation of privacy in their company e-mail or any other information stored or accessed on company computers.
E-mail review. All e-mail is subject to review by management. Your use of the e-mail system grants consent to the review of any of the messages to or from you in the system in printed form or in any other medium.
Solicitation. In line with our general non-solicitation policy, e-mail must not be used to solicit for outside business ventures, personal parties, social meetings, charities, membership in any organization, political causes, religious causes, or other matters not connected to the company’s business.
We should point out that this is just one of hundreds of sample policies on the site. (You’ll also find analysis of laws and issues, job descriptions, and complete training materials for hundreds of HR topics.)
You can examine the entire HR.BLR.com program free of any cost or commitment. It’s quite remarkable—30 years of accumulated HR knowledge, tools, and skills gathered in one place and accessible at the click of a mouse.
What’s more, we’ll supply a free downloadable copy of our special report, Critical HR Recordkeeping—From Hiring to Termination, just for looking at HR.BLR.com. If you’d like to try it at absolutely no cost or obligation to continue (and get the special report, no matter what you decide), go here.
Nowhere does this article mention non-executive employees. The unreasonable executive compensation or compensation that isn’t obviously linked to performance can have a negative effect on the workforce, especially if they’ve taken cuts.