The Executive Compensation Podcast

This episode of The Executive Compensation Podcast features Partner Michael Brittian and  Senior Consultant Adam Hearn of Meridian Compensation Partners. Michael has over 20 years of experience consulting on compensation-related issues for diverse industries such as oil and gas, financial services, and retail. Adam advises on a broad range of matters including benchmarking, peer group design, and change-in-control and severance arrangements.

CEO compensation matters generate energy and emotion for stakeholders, employees, customers, and the general public. In this podcast, Michael and Adam explain how companies establish compensation plans for CEOs from hire to retire. The process is highly nuanced. Incentives vary based on many factors: whether the CEO was promoted from within or hired externally, their years of experience in the CEO role, market data and other performance benchmarks, and more.

They break down the process of designing a CEO compensation program, from establishing clear roles and responsibilities to gathering and analyzing data. You’ll learn why new CEOs might earn less (or more) than their predecessors, how CEOs are compensated when transitioning out of the organization, and how compensation committees try to balance internal business needs with external expectations.

After you listen, connect with Michael Brittian and Adam Hearn on LinkedIn.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

This episode of The Executive Compensation Podcast features Virginia Rhodes, partner, and Jeff Keckley, lead consultant, of Meridian Compensation Partners. Virginia has more than 20 years of experience consulting in all areas of compensation including program design, benchmarking, and governance in best practices. Jeff also consults on a variety of issues including peer group selection, benchmarking, and severance arrangements.

Many organizations continued to struggle during 2021. Compensation committees face tough decisions in determining executive payouts while taking into account supply chain disruptions, labor shortages, raw material price increases, and other uncontrollable factors. In the podcast, Virginia and Jeff break down various ways companies are adapting annual and long-term incentive programs to cope with these pressures.

They talk about why it is easier to make adjustments to annual plans, especially considering that investors and proxy advisors generally have a negative view toward adjusting performance-based long-term incentives after the fact. You’ll also learn how companies are designing more flexible plans by adjusting annual performance periods, widening target performance ranges, and building discretion into the plan from the beginning.

After you listen, connect with Virginia Rhodes and Jeff Keckley on LinkedIn.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

Robert Romanchek, Partner at Meridian Compensation Partners, is the featured expert on this episode of The Executive Compensation Podcast. Robert has more than 30 years of experience consulting on executive compensation matters at large, small, and mid-cap companies, both public and private.

In 2015, the SEC proposed, but never finalized, regulations governing clawbacks and pay-for-performance. The current statute’s vague parameters make it difficult to build compensation structures that are effective and compliant. The SEC recently announced that it intends to finalize regulations by April 2022.

In light of this, Robert offers advice on how companies can prepare for new regulations. Regarding pay-for-performance, companies need more specific requirements from the SEC to build compensation models. Rather than modifying clawback policies, Robert recommends taking inventory of existing policies and processes and waiting for final rules.

After you listen, connect with Robert Romanchek on LinkedIn.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

Donald Kalfen, Partner, and George Paulin, Senior Managing Director at Meridian Compensation Partners, are the featured experts on this episode of The Executive Compensation Podcast. They each have decades of experience advising private and public companies on the design, implementation, and administration of executive compensation programs.

In this episode, Donald and George shed light on what special awards are and how they are used in relation to executive compensation programs. They frame their discussion around Meridian’s research, keeping track of special awards of $10 million or more, and provide insight into how various stakeholders such as shareholders and proxy advisors view special awards.

You’ll learn why companies use special awards, how they are designed, and how using special awards can affect Say on Pay vote outcomes. Donald and George also provide advice on engaging with other shareholders if ISS and Glass Lewis recommend against Say on Pay and institutional investors follow in lockstep.

After you listen, connect with Donald Kalfen and George Paulin on LinkedIn.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

Annette Leckie, Partner at Meridian Compensation Partners, is the featured expert on this episode of The Executive Compensation Podcast. Annette has 30 years of experience consulting on the full range of executive and director compensation issues. She is a frequent speaker on the topic as well as a member of the Compensation Committee Leadership Network.

On the podcast, Annette provides a brief history of the 2010 Dodd-Frank Act and its implications on company clawback policies. She shares several reasons companies should be revisiting their policies, including renewed SEC interest in proposing clawback policy rules and guidelines.

She explains why restatement clawbacks and misconduct clawbacks should be treated separately and offers examples of types of misconduct to consider as possible triggers. Annette also provides a comprehensive list of items to examine when reviewing your clawback policy.

After you listen, connect with Annette Leckie on LinkedIn.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

Jim Heim and Tom McNeill, Partners at Meridian Compensation Partners, are the featured experts on this episode of The Executive Compensation Podcast. Jim has over 20 years of experience and primarily consults with tech and life sciences companies, including IPOs. Tom works primarily in the energy sector as well as telecom, financial services, and consumer services.

In this episode, Jim and Tom address the challenges of crafting executive compensation plans that are on par with industry peers and shareholder expectations, while meeting the unique needs and priorities of the individual company—from pay mix to metrics and navigating proxy advisor preferences.

They discuss which sectors might benefit most from short- or long-term incentives, what non-traditional metrics companies might use in special circumstances, the role of ESG metrics, and why the use of stock options is declining in some sectors. They also share ideas on how to communicate with shareholders and proxy advisors to garner support for Say-on-Pay votes.

After you listen, connect with Jim Heim and Tom McNeill on LinkedIn.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

Jamie McGough, Partner at Meridian Compensation Partners, is the featured expert on this episode of The Executive Compensation Podcast. Jamie is experienced in total compensation strategies, analysis, and pay for performance. He has more than 22 years of experience consulting with compensation committees and senior leadership on compensation and corporate governance matters.

In this episode, Jamie goes back to the basics of compensation plan design. He addresses numerous reasons that explain why executive pay is relatively high in terms of supply and demand for high-performing talent. He also explains why the growing availability of public information surrounding compensation often increases the value of executive pay.

Jamie breaks down common metrics and outcomes for which companies typically compensate, such as profitability and stock price creation, and how intangible metrics like ESG play into final pay decisions. Lastly, he addresses a few other popular talking points: diversity in the C-Suite, rapid advancement of young executives, and over-paying or under-paying executives.

After you listen, connect with Jamie McGough on LinkedIn and visit MeridianCP.com to learn more about Meridian Compensation Partners.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

Christina Medland and Matthew Isakson, Partners at Meridian Compensation Partners, are the featured experts on this episode of The Executive Compensation Podcast. Christina is the head of Meridian’s Canada practice and has more than 30 years of experience in compensation plan design. Matthew, based in the US, has over 15 years of experience advising on a broad range of compensation topics.

This episode focuses on how compensation committees are evolving as ESG and human capital metrics become more important to shareholders and stakeholders. A major trend is increased emphasis on human capital and employee wellness. The pandemic accelerated this trend, creating pressure on corporations to take action.

Christina and Matthew discuss the effects of this trend on how compensation committees function within organizations. The process is growing in complexity as committees now require significant data and analytics to understand performance. They also offer advice for committees undergoing this evolution in their companies.

After you listen, connect with Christina Medland and Matthew Isakson on LinkedIn. Visit MeridianCP.com to learn more about Meridian Compensation Partners.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

Jared Berman, Partner at Meridian Compensation Partners, is the featured expert on this episode of The Executive Compensation podcast. Jared has more than 15 years of consulting experience in executive compensation and corporate governance matters.

This episode focuses on ESG (Environmental, Social, and Governance) metrics, non-financial factors that help companies measure sustainability and social impact. Investors are increasingly prioritizing these initiatives, especially in light of recent social and cultural events.

Jared discusses the challenges companies face in compensating for these initiatives. Some metrics (e.g. carbon emissions) are easy to track and compare on a regular basis. Social initiatives like diversity and inclusion are more difficult to quantify, making it difficult to measure progress and compensate accordingly.

He also provides an overview of how ESG metrics might fit into annual and long-term incentive plans, including the benefits and drawbacks of each approach. The episode wraps with some advice on choosing which metrics to measure. Rather than going with what’s trending, he recommends companies look inward, identify specific problems, determine desired outcomes, and develop performance metrics accordingly.

After you listen, connect with Jared Berman on LinkedIn and learn more about Meridian Compensation Partners by visiting MeridianCP.com.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.

Andrew McElheran, Partner at Meridian Compensation Partners, is the featured expert on this episode of The Executive Compensation Podcast. Andrew consults on the full range of executive compensation matters, including strategy, short- and long-term incentive program design, and performance analyses. He has nearly 15 years of experience with companies in Canada and the US.

This episode focuses on trends in performance measurement. Andrew discusses the challenges organizations face in designing compensation strategies in the wake of Covid-19, such as public perception of executive compensation during an economic downturn. He also addresses the growing importance of ESG metrics and non-financial performance indicators.

Andrew explains the difference between financial and non-financial performance metrics, provides some guidance as to how these metrics might be used in annual and long-term incentive plans, and proposes some considerations for companies trying to choose the right metrics to inform compensation decisions.

After you listen, visit MeridianCP.com to learn more about Meridian Compensation Partners.

This episode is brought to you by Meridian Compensation Partners. Learn more by visiting MeridianCP.com.