Fair Pay, Fair Play

Recognized as the leading expert on executive compensation, Robin Ferracone combines her own 20 years of experience with interviews with executives and compensation committees to provide a clear examination of and guidance on determining pay packages, actions, and designs. and Over the past 25 years, the author has created a database of executive pay across 44,000 companies, broken down by company performance, company revenue and industry. Using this data, the author provides boards and individuals evaluating executive pay with the ability to analytically determine an appropriate compensation package.

• Provides real-life stories, perspectives, and insights from thought leaders on executive compensation
• Contains interview with compensation committee members, executives, academicians, government leaders, and shareholder activists
• Research based on 44,000 companies broken down by performance, revenue and industry

Offers a timely resource on a hot button topic.

Preface vii

Part One: Fair Pay 1

1. Same Problems, Different Context 3

2. Shareholder Value: A Good Indicator of Long-Term Success 23

3. The Anatomy of Performance-Adjusted Compensation (PAC) 41

4. The Performance and Pay Alignment Zone 57

5. The Alignment Report 73

6. From Maligned to Aligned 83

7. Patterns of Misalignment 91

Part Two: Fair Play 111

8. The Root Causes of Misalignment 113

9. Aggressive Target Pay 125

10. Turbo-Charged Upside 145

11. Conventional Goal-Setting 157

12. Short-Term Gain; Long-Term Pain 187

13. Flattening the Curve 199

14. Ad Hoc Decisions 205

15. Decision-Making Infl uences 217

16. Creating and Maintaining Alignment 231

Epilogue: Holding Companies Accountable 241

Appendix A: Analytic Methodologies 253

Appendix B: GICS Sectors 255

Appendix C: List of Interviewees 257

Notes 261

Acknowledgments 265

The Author 267

Index 269

ROBIN A. FERRACONE is founder and executive chair of Farient Advisors LLC and founder and CEO of RAF Capital LLC. Ferracone is a thirty-year veteran of the executive compensation consulting world and has worked at Farient Advisors, Mercer, SCA Consulting, and Booz Allen & Hamilton (now Booz & Company). She has been a senior advisor to executives and compensation committees for over thirty years and has served on both for-profit and not-for-profit boards. In 2003, she received the WorldatWork Distinguished Service Award.

Today's organizations are under intense pressure and unprecedented scrutiny to redefine their standards for accountability when determining executive compensation.

Fair Pay, Fair Play offers organizations,including board members, executives, HR and compensation professionals, and investors a new way to think about executive compensation; suggests a model for establishing common standards of fairness and propriety; and shows how to develop a more efficient market for executive talent. Fair Pay, Fair Play adheres to the overriding objective: "executives should be paid on the basis of how well they perform for their shareholders, relative to the external market, within contemporary standards of fairness and propriety."

In this groundbreaking work, noted executive compensation expert Robin Ferracone combines her more than thirty years experience to provide a clear examination of executive pay and offer guidance on how to determine fair pay packages, suitable actions, and appropriate designs. Fair Pay, Fair Play draws on a database comprised of over 44,000 cases, broken down by company revenue, industry group, and company performance. Using these data, Ferracone provides all those charged with evaluating executive pay with the ability to analytically determine an appropriate compensation package. In addition, Fair Pay, Fair Play is filled with real-life stories, perspectives, and insights from thought leaders on executive compensation including interviews with board and compensation committee members, executives, academicians, government leaders, and shareholder activists.

This innovative book offers hope that organizations in the future will rely on inspiration and talent development, in addition to compensation, to attract, motivate, focus, and retain exceptional executives.

FAIR PAY, FAIR PLAY

TODAY'S ORGANIZATIONS are under intense pressure and unprecedented scrutiny to redefine their standards for accountability when determining executive compensation.

Fair Pay, Fair Play offers organizations,including board members, executives, HR and compensation professionals, and investors a new way to think about executive compensation; suggests a model for establishing common standards of fairness and propriety; and shows how to develop a more efficient market for executive talent. Fair Pay, Fair Play adheres to the overriding objective: "executives should be paid on the basis of how well they perform for their shareholders, relative to the external market, within contemporary standards of fairness and propriety."

In this groundbreaking work, noted executive compensation expert Robin Ferracone combines her more than thirty years experience to provide a clear examination of executive pay and offer guidance on how to determine fair pay packages, suitable actions, and appropriate designs. Fair Pay, Fair Play draws on a database comprised of over 44,000 cases, broken down by company revenue, industry group, and company performance. Using these data, Ferracone provides all those charged with evaluating executive pay with the ability to analytically determine an appropriate compensation package. In addition, Fair Pay, Fair Play is filled with real-life stories, perspectives, and insights from thought leaders on executive compensation including interviews with board and compensation committee members, executives, academicians, government leaders, and shareholder activists.

This innovative book offers hope that orga nizations in the future will rely on inspiration and talent development, in addition to compensation, to attract, motivate, focus, and retain exceptional executives.