Private Company Board Compensation 2021

By Private Company Director | Nov 23, 2021 | Read more

An article by CAP Partners, Bertha Masuda and Susan Schroeder, and Principal, Bonnie Schindler, was featured as the cover story for the October 2021 issue of Private Company Director magazine. This article reviews the results of the 2021 CAP-MLR Media survey of private-and family-company board compensation. It is timely information as the market is hot for attracting diverse and talented directors and private companies need to remain competitive.

The Largest Financial Planning Perks for NEOs

By Agenda | Nov 15, 2021 | Read more

Partner Kelly Malafis discusses financial planning perks for NEOs. Although executive perks overall are declining, the more common perk being offered to NEOs is financial planning services. According to Main Data Group, around just under thirty percent of companies in the S&P 500 provided some form of financial planning perquisite. Kelly Malafis explained that although perk allowances may make sense to some companies, there are benefits to carving out explicit financial planning benefits in their disclosures as it makes it easier to explain the rationale to shareholders.

Compensation Considerations in a Merger of Equals

By Bank Director | Nov 3, 2021 | Read more

Partner Kelly Malafis and Principals Shaun Bisman and Mike Bonner discuss compensation considerations when comparable banks merge as one. They note that developing the human capital strategy and compensation program at the pro forma bank is a key factor for the management teams and boards to consider. The newly executed compensation philosophy should guide how the bank pays its employees and a common approach for many merged banks to tie the team together is to provide a long-term incentive award.

ISS’ Annual Policy Survey Results

By Harvard Law School Forum | Nov 2, 2021 | Read more

Principal Shaun Bisman and Analyst Han Wen Zhang discuss ISS’ annual policy survey results. The global benchmark policy survey covers a wide array of issues including executive compensation, board meeting practices, and governance provisions. Key findings included that most respondents view the inclusion of ESG metrics as an appropriate way to incentivize executives and that for the 2021 proxy season mid-cycle changes to long-term incentive awards were viewed as a problematic response to the pandemic by ISS. Survey responses indicate investors favor more extensive disclosures on ESG issues and measuring compensation against long-term performance.

Citigroup CEO Defends Executive Bonuses Tied to Compliance Fixes

By American Banker | Oct 14, 2021 | Read more

Partner Kelly Malafis and Principal Shaun Bisman were quoted in a published article discussing Citigroup executives defending the decision to tie bonuses with compliance fixes. Shaun Bisman revealed it is somewhat unusual to see companies put incentive programs in place that are tied to satisfying regulatory concerns. In addition, Kelly Malafis explained how Citigroup is sending a strong message of what is important to them by developing a program that is clearly tied to the issues the company is facing.

More Boards Cap Equity and Cash in Director Comp Plans

By Agenda | Oct 11, 2021 | Read more

Partner Dan Laddin, Partner Matt Vnuk, and Associate Whitney Cook discuss a rise in the percentage of companies that have put a limit in place on the total amount of cash and equity paid to individual board members. They reveal that this is the first year the prevalence of cash and equity became a majority practice. Other findings are that caps on pay help board of directors mitigate risk and that limits put on director compensation plans are typically found within long-term incentive plans, which are periodically approved by shareholders.

CEO and CFO Compensation: 9 Things to Know

By Becker's Hospital Review | Oct 6, 2021 | Read more

A CAP report was referenced when discussing CEO and CFO compensation in the fiscal year 2020. The report revealed that base salary adjustments are around 10 percent lower than previous years for both positions while lower bonus payouts are prevalent amongst about half of the companies included in the report. CFO total compensation proved to be around one third of CEO compensation, like past years and overall long-term incentive mix moved about 5 percent towards time-based equity when compared to 2019.

Director Pay Levels Were Flat Among the 100 Largest US Companies

By Harvard Law School Forum | Oct 5, 2021 | Read more

A CAP report was referenced when discussing director pay level trends based on the 2021 proxy disclosures. The report was produced by Partner Dan Laddin, Partner Matt Vnuk, and Associate Whitney Cook. Key takeaways include the median total board compensation remaining flat versus the previous year along with the fewest increases to board cash and/or equity retainers of any year during the last decade, in reaction to the COVID-19 pandemic. Looking ahead, they predict many companies to increase director pay levels and return to historic norms.

Upcoming Events See All

Dec 16, 2021

“Normal” Compensation Committee Practices? How are they Changing?


This webinar will discuss the results of a survey recently conducted jointly by Compensation Advisory Partners (CAP) and Directors & Boards, and provide perspective…
  • Melissa Burek
  • Matthew Vnuk