Stock awards to non-employee directors at public Fortune 100 companies continue to skew almost entirely toward full-value equity awards, like restricted stock, with 89% receiving such grants last year, up from 79% in 2009, according to a study this week from Compensation Advisory Partners. That means just 11% of directors received any stock options in 2010, down from 21% in 2009. Only 2% of the directors received stock options as their sole form of equity compensation in 2010, compared to 4% in the prior year.
Restricted stock has been on the rise in executive compensation over the last few years, as options are less attractive during periods of economic turmoil and stock market volatility due to the increased risk that they could end up worthless. Compensation experts also view restricted stock as a way to limit excessive risk taking among executives. Restricted stock grants to CFOs in CFO Journal’s compensation study released in June were up 24% last year from 2009.
Non-employee directors at companies including Walt Disney, Merck and Cardinal Health, can expect to receive much more compensation as equity awards rather than stock options in 2011, according to Compensation Advisory Partners. In filings over the past year, Merck said it was not offering independent directors options for 2010, and Cardinal said it would only give directors restricted stock to be more “consistent with market practices.” Disney said it would eliminate its annual option grants and increase its deferred stock grants for non-employee directors as of Oct. 2010.
According to Compensation Advisory Partners, the total non-employee director pay mix at Fortune 100 companies in 2010 was about the same as a year earlier, with 46% of director pay coming from cash and 54% derived from equity awards. Compensation also held steady from 2009 to 2010, at a median $235,000 last year.
The consultancy said it expects total board compensation to increase about 5% or less over the next few years, and that companies would continue to emphasize granting full-value equity awards rather than stock options.