HomeWebcastExecutive Compensation in the 2019 Landscape: What You Need to Know
Online CLE Executive Compensation CLE

Executive Compensation in the 2019 Landscape: What You Need to Know

Live Webcast Date: Wednesday, January 30, 2019 from 12:00 pm to 2:00 pm (ET)
Executive Compensation CLE & CPERecording

Online CLE Executive Compensation

Join us for this Knowledge Group Online CLE Executive Compensation Webinar. For the past years, several factors were drivers of change in the U.S. executive compensation landscape. This year, the Tax Cuts and Jobs Act is one of the top developments that is expected to continue to have implications on compensation programs in 2019 and beyond. The #MeToo movement is also affecting some aspects of executive compensation. 

Our panel of key thought leaders and practitioners will offer a discussion of the fundamentals as well as the updates regarding the latest and significant issues surrounding Executive Compensation in 2018 and their rippling effect in 2019. This Webcast aims to help you to avoid common pitfalls and risk issues thru best compliance practices which will be discussed in-depth by the speakers.

Key topics include:

  • U.S. Executive Compensation: Recent Developments
  • Strategy and Implementation Trends in 2018
  • Hot Issues Affecting Executive Compensation
  • Best Compliance Practices
  • Outlook for 2019

Who Should Attend

  • Top Level Management
  • Benefits Managers
  • C-level Executives
  • Executive Compensation and Benefits Managers
  • Member of Board Compensation Committees
  • Human Resource Executives
  • Executive Compensation and Benefits Consultants
  • Executive Compensation Managers
  • Employee Benefits & Compensation Lawyers and Consultants
  • Employee Benefits Attorneys
  • Other Related/Interested Professionals

Preview Podcast

Please click the podcast below to hear the speakers discuss the key topics for this webcast.


Online CLE Executive Compensation
Stephen F. O'Byrne
Shareholder Value Advisors Inc.
Online CLE Executive Compensation
Edward A. Hauder
Senior Advisor
Exequity, LLP
Online CLE Executive Compensation
Roman Beleuta
Senior Associate
Compensation Advisory Partners
Online CLE Executive Compensation
Ron Rosenthal
Lead Consultant
Meridian Compensation Partners, LLC

Click Here to Read Additional Material

Online CLE Executive Compensation

Stephen F. O'Byrne, President
Shareholder Value Advisors Inc.
  1. Alignment of relative CEO pay and relative performance is very poor even though most companies and directors believe it’s very good.
    1. Analysis of S&P 1500 companies in 2007-2016 shows that relative TSR only explains 11% of the variation in relative CEO pay.
    2. Almost all companies are convinced that their executive pay program aligns management and shareholder interests, largely because they have a high percent of pay at risk and limit target pay to the 50th percentile.
  2. Companies embrace four pay policies that undermine alignment:
    1. Competitive pay policy, i.e., a policy of providing 50th percentile target pay regardless of past performance, creates a systemic “performance penalty” that undermines the correlation of cumulative pay and cumulative performance: poor performance is rewarded with more shares, while superior performance is penalized with fewer shares.
    2. Using percentages of the target bonus to weight multiple performance measures.  Many companies allocate the target bonus to drivers of shareholder value, e.g., revenue growth, earnings growth and ROIC or cash flow, but don’t realize that their weighting is not consistent with discounted cash flow value, and hence, undermines the correlation of pay and shareholder value.
    3. Using vesting to leverage operating or market performance.  The goal of vesting should be to take out the industry component of company performance.  Popular vesting practices frequently led to high pay for industry performance.
    4. Fixed payout dates with no holdback to ensure alignment of cumulative pay and performance.  The goal should be to align career pay with career performance.
  3. The first step to better pay programs is better measurement of the three basic objectives of executive pay: providing strong incentives to increase shareholder value, retaining key talent and limiting shareholder cost.
    1. Companies rely on percent of pay at risk as a measure of incentive strength and target pay percentile as a negative measure of retention risk and a positive measure of shareholder cost.  These are not meaningful measures.
    2. Companies should measure the three objectives of executive pay using a regression trendline that relates relative pay to relative performance.
      1. The slope measures incentive strength (and its two components, alignment and relative risk), and
      2. The intercept, i.e., the pay premium at industry average performance, is a negative measure of retention risk and a positive measure of shareholder cost.
  4. Better measurement leads to more meaningful benchmarking and better pay design.
    1. Companies should benchmark pay leverage, pay alignment and the pay premium at industry performance, not target pay percentile regardless of past performance.
    2. Pay design should be guided by “perfect” pay concepts: pay designs that provide a perfect correlation of relative pay and relative performance.
      1. There a basic pay plan with annual grants of performance shares that provides a perfect correlation of relative pay and relative TSR.
      2. There is a basic pay plan with fixed sharing in operating value added that provides a perfect correlation of relative pay and relative operating return.

Edward A. Hauder, Senior Advisor
Exequity, LLP
  • Non-Employee Director Compensation
  • Say on Pay vote
  • Equity Plan Proposals
  • Front Loaded Equity Awards
  • CD&A Disclosure for Smaller Reporting Companies (even companies newly able to qualify)

Roman Beleuta, Senior Associate
Compensation Advisory Partners
  • Clawback Policies
    • History
    • Current State
    • Key Considerations
    • What’s New and Market Expectations
  • Questions Directors Are Asking
    • Gender Pay
    • Bonus and Long-term Incentive Programs
      • How are we differentiating our company/program?
      • Do proxy advisors view incorporating discretion — such as an evaluation of individual performance — in the determination of executive bonuses as a “red flag”?
      • Have stock options, for the most part, gone away?
    • Proxy Advisors
      • ISS proxy reports will now include EVA comparisons.  How will the calculation(s) work?  How will this information be used?  What do you think about this?
      • Will using absolute stock price goals help get a positive Say on Pay vote recommendation?
      • Is a long-term incentive program that incorporates relative TSR the preferred approach?
      • Outreach – what’s new?
  • Proxy Disclosure -- CD&A, Etc.
    • Simple steps to make disclosure effective
    • Upcoming changes

Ron Rosenthal, Lead Consultant
Meridian Compensation Partners, LLC
  • The decline in many companies’ stock prices in late 2018 will impact performance shares that use total shareholder return (TSR) as a measure and calendar-year companies’ performance under the quantitative portion of proxy advisory firms’ pay for performance evaluations for 2018. Companies should understand the impact of the decline in stock price on outstanding performance awards and projected outcomes under the proxy advisors’ pay for performance evaluations for the upcoming proxy season.
  • While total shareholder return (TSR) remains one of the most commonly used measures in executive long-term incentive plans, the role of TSR in long-term incentive awards is beginning to shift.
  • On December 18, 2018, the Securities and Exchange Commission adopted final rules requiring companies to disclose hedging policies in the annual proxy statement. In view of the issuance of final rules, companies should review their existing hedging policy and evaluate if changes should be considered during 2019. Companies without a hedging policy should consider adopting such a policy.
  • It is advisable for companies to periodically examine the design of their short- and long-term incentive programs to confirm that they continue to support the business strategy, achieve appropriate alignment of pay and performance, and result in sensible pay outcomes.

Online CLE Executive Compensation

Online CLE Executive Compensation

Stephen F. O'ByrnePresidentShareholder Value Advisors Inc.

Stephen F. O’Byrne is President and co-founder of Shareholder Value Advisors Inc., a consulting firm that helps companies increase shareholder value through better performance measurement, incentive compensation and valuation analysis.  His work on measuring the strength and cost-efficiency of top management incentives has been published in the Harvard Business Review, the Journal of Investing, Conference Board Director Notes, the Journal of Applied Corporate Finance and the WorldatWork Journal.  He is the co-author, with Professor David Young of INSEAD, of EVA and Value-Based Management.  He was previously head of the compensation consulting practice at Stern Stewart & Co. and a Principal in the executive compensation practice at Towers Perrin.

Online CLE Executive Compensation

Edward A. HauderSenior AdvisorExequity, LLP

Ed a leading advisor on executive compensation matters. He serves on CompensationStandards.com’s Executive Compensation Task Force, maintains a blog focused on equity compensation, edwardhauder.com, and is a practical thought leader on compensation matters.

Ed has consulted with hundreds of companies in multiple industries on all aspects of executive and director compensation. He focuses on helping companies design compensation programs that drive achievement of their strategic goals and objectives, while at the same time keeping them out of the penalty box with shareholders and the media. Ed’s expertise includes ISS compensation modeling and policies, which enabled him to create the Flexible Share Authorization to maximize equity plan flexibility.

Ed received a B.A. in International Relations from Juniata College, a J.D., cum laude, from Seattle University School of Law, and an LL.M. (Tax), with honors, from IIT-Chicago-Kent College of Law.

Online CLE Executive Compensation

Roman BeleutaSenior Associate Compensation Advisory Partners

Roman Beleuta is a Senior Associate at Compensation Advisory Partners LLC (CAP) in New York. He works with public and private companies on a broad range of executive and board of director compensation issues.  Roman’s work includes developing peer groups, competitive compensation levels for senior executives, annual and long-term incentive plan design, board of director compensation, board of director self-evaluation surveys, equity plan proposals, and pay versus performance analyses.  He has worked with clients in various industries, including insurance, financial services, food distributors, healthcare, oil & gas, retail, and consumer products.  He also manages and recently co-authored CAP’s annual reports on outside director compensation among Fortune 100 companies and on pay trends for Chief Financial Officers.  Roman is a WorldatWork Certified Executive Compensation Professional (CECP).

Online CLE Executive Compensation

Ron RosenthalLead ConsultantMeridian Compensation Partners, LLC

Ron Rosenthal is a Lead Consultant at Meridian Compensation Partners, LLC. Ron has served corporate boards and senior management teams of publicly traded and privately held companies for over 20 years. Ron provides guidance on a broad range of executive compensation matters including compensation strategy, peer group development, competitive pay assessments, short-term and long-term incentive plan design, pay-for-performance, severance and change-in-control benefits, and non-employee director compensation. In addition, Ron has extensive experience advising companies undergoing corporate transactions, including mergers, acquisitions, IPOs and spin-offs.

Ron has served companies across a wide range of industries including chemicals, consumer products, distribution, energy, entertainment and media, semiconductors and utilities. Ron’s clients have ranged from small-cap companies to Fortune 200 companies.

Ron has written numerous articles, and is a frequent speaker, on executive compensation matters.

Online CLE Executive Compensation

Course Level:

Advance Preparation:
   Print and review course materials

Method Of Presentation:
   On-demand Webcast; Group-Internet Based

   Basic knowledge of executive compensation

Course Code:

NASBA Field of Study:
   Finance – Technical

NY Category of CLE Credit:
   Areas of Professional Practice

Total Credits:
    2.0 NASBA-CPE

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About the Knowledge Group

The Knowledge Group

The Knowledge Group has been a leading global provider of Continuing Education (CLE, CPE) for over 13 Years. We produce over 450 LIVE webcasts annually and have a catalog of over 4,000 on-demand courses.

About the Knowledge Group

The Knowledge Group

The Knowledge Group has been a leading global provider of Continuing Education (CLE, CPE) for over 13 Years. We produce over 450 LIVE webcasts annually and have a catalog of over 4,000 on-demand courses.

Shareholder Value Advisors (SVA) is a consulting firm that helps companies improve performance through more effective business unit incentives.

Effective business unit incentives require (1) a well-designed measure of business value added, (2) accurate estimates of competitive pay and (3) a plan design that achieves the three basic objectives of executive pay: providing strong incentives to increase shareholder value, retaining key talent and limiting shareholder cost.

SVA’s distinctive capability is better measurement.  SVA’s work on measuring business value added isolates management’s contribution to value by adjusting for capital investment, investor expectations and peer company performance.  SVA’s work on competitive pay uses multiple regression models to get more accurate market rates by controlling for position, industry, size, profitability and risk.  SVA’s work on plan design uses a distinctive framework to measure alignment, incentive strength and the company’s pay premium at industry average performance using realizable as well as grant date pay.

Website: https://www.valueadvisors.com/

Founded in 2006, Exequity is a national full-service, independent executive compensation advisory consultancy. Since its founding, Exequity has been at the forefront of partnering with boards and senior management teams on complex issues involving executive compensation, governance, talent management, and corporate transactions. Exequity is a recognized leader in the executive pay arena, advising hundreds of companies across all industries. Exequity maintains the deepest roster of technical advisors, ensuring both the most sophisticated approach to pay design and adherence with governing technical requirements and governance strictures. Exequity routinely advises leading U.S. companies on a wide variety of board-level topics, including compensation benchmarking and program design; technical, corporate governance, and regulatory compliance; and transactions and transitions. Exequity seeks to provide practical solutions to the specific challenges companies face, backed by innovative thinking.

Website: https://www.exqty.com/

Compensation Advisory Partners LLC (CAP) is a leading independent consulting firm specializing in executive and director compensation and related corporate governance matters.  CAP consultants provide best-in-class advice to boards and management at many of the world’s leading companies, across industries.  Innovative and practical solutions are developed by a dedicated team, grounded in extensive real-time experience and supported by rigorous analytics.  CAP consultants believe that compensation should be a management tool to help support business strategy.

Website: https://www.capartners.com

Meridian Compensation Partners has a singular focus: to provide the most effective solutions and independent advice in executive compensation and corporate governance consulting. With over 70 associates in ten offices in the US and Canada, Meridian provides top management, boards and compensation committees at public and private corporations with core services that include board level advisory services, compensation program design, research and competitive market intelligence on executive pay and governance matters.

Meridian Compensation Partners is unique in our ability to provide a full array of services and capabilities and develop long-tenured, board-level consulting relationships to over 500 major publicly traded and privately held corporations. We serve companies across all industries, and have particular expertise in industry sectors with unique labor markets, business metrics, and compensation practices. We guide clients through challenging issues and bring each relationship an independent perspective, expertise, knowledge, and deep resources.

Website: https://www.meridiancp.com

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