Meridian Compensation Partners Study on Current Outside Director Pay Reveals Compensation Continues to Increase at Largest

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LAKE FOREST, Ill.--(BUSINESS WIRE)-- Meridian Compensation Partners, a leading executive compensation and corporate governance consulting firm, has found that over the past year total compensation paid to outside directors in the Fortune 250 increased by 7%. Meridian has concluded that board pay structure also continues to evolve across all public organizations with the largest public companies continuing to shift toward a greater emphasis on fixed cash retainers and restricted stock/RSU grants and away from per-meeting-based compensation and stock options.

Meridian’s findings were based on proxy statements filed in 2011. For the study, total outside director compensation included annual retainer (cash and/or equity), average board meeting fees per director, average committee fees per director (includes additional retainers and meeting fees), and non-retainer equity. Meridian found the median total compensation for companies in the Fortune 100 and Fortune 250 to be $248,183 and $231,042 respectively. While median total retainer compensation rose 10% over the past year among the Fortune 250, committee fees decreased by 11%. Non-retainer equity increased 8% from last year’s levels.

 

Median Total Compensation

Fortune
Segment

   

Revenues
(FY10 $M)

   

Market
Capitalization
(FY10 $M)

   

Total
Retainer

   

Avg
Board
Mtg Fees
Per
Director

   

Avg
Cmte
Fees Per
Director

   

Total
Board
and
Cmte
Fees

   

Non-
Retainer
Equity

   

Total
Pay

Fortune 100     $49,376     $41,183     $90,000     $16,000     $10,000     $115,292     $150,000     $248,183
Fortune 250     $20,518     $20,912     $85,000     $16,000     $12,261     $109,241     $126,694     $231,042

*Summary statistics exclude zeros and are not additive

“In addition to moderate pay level increases, many large public companies made structural changes in an effort to simplify the way they compensate their directors,” explained Gerard Leider, partner at Meridian. “Stability and stock ownership seem to be the driving factors when determining compensation structure as companies have shifted towards using full value share awards and away from more volatile stock options.”

The study also reveals there is not much difference between director pay designs between the Fortune 100 and Fortune 250. In fact, the portions paid in equity are nearly identical; the Fortune 100 delivers 46% of total compensation to directors through equity, compared to 47% for the Fortune 250. Only 15% of the Fortune 100 reported using stock options to deliver equity to directors, down from 29% just 3 years ago. The median additional retainer paid to audit and compensation committee chairmen for the Fortune 250 were $20,000 and $12,500, respectively while the median additional retainer paid to lead directors was $25,000.

About Meridian Compensation Partners

We are independent executive compensation consultants providing trusted counsel to Boards and Management at hundreds of large companies in North America. We consult on executive compensation and its design, amounts and corporate governance issues. Visit us at www.meridiancp.com.



CONTACT:

Meridian Compensation Partners
Gerard Leider, 847-235-3600
Partner and Senior Consultant
gleider@meridiancp.com
www.meridiancp.com
or
Meridian Compensation Partners
Patrick Powers, 847-235-3600
Consultant
ppowers@meridiancp.com

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