Global Long-Term Incentives: Trends and Predictions Results from the 2013 iquantic Global Long-Term Incentive Practices Survey

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1 Global Long-Term Incentives: Trends and Predictions Results from the 2013 iquantic Global Long-Term Incentive Practices Survey Jon F. Doyle and Sandra Sussman October 8, 2013

2 Presenters Jon F. Doyle Attorney International Law Solutions, PC Sandra Sussman Director, Compensation Buck Consultants 1 GLTI: Trends and Predictions

3 Agenda Introduction, about the survey Decisions, Decisions How Companies Decide Whether and How to Proceed with Equity-Based LTI 2013 survey results Summary Participation ( Who ) Types of equity ( What ) Grant reasons ( Why ) Value provided ( How Much ) Vesting of grants ( When ) 2 GLTI: Trends and Predictions

4 Introduction About the survey Demographics GLTI: Trends and Predictions

5 Introduction The iquantic Global LTI Practices survey covers the fundamentals of LTI plan design: Major area of plan design Who? What? Why? How Much? When? Survey results Participation Type of equity being granted How it is delivered Annual New hire, miscellaneous/special grants Performance-based grants Number of shares/units Value Vesting; term 4 GLTI: Trends and Predictions

6 Demographics 133 participants in participants in the LTI practices section 78 participants in the market LTI pay section 33% Technology Life Sciences Other Industries 54% Revenue ($000) FTEs 75th $8,267,000 19,790 50th $2,506,000 5,600 25th $790,500 2,516 13% 5

7 The iquantic Global LTI Practices Survey Europe Americas Argentina Brazil Canada Mexico United States Middle East/Africa Israel South Africa Turkey United Arab Emirates Asia Pacific Australia China Hong Kong India Indonesia Japan Malaysia New Zealand Philippines Singapore South Korea Taiwan Thailand Austria Belgium Czech Republic Denmark France Finland The Netherlands Norway Germany Hungary Ireland Italy Poland Russian Federation Spain Switzerland Sweden United Kingdom 40 countries Historical charts represent all survey participants from each year (unless otherwise specified) All charts reflect ongoing/annual grant practices (unless otherwise specified) 6 GLTI: Trends and Predictions

8 Decisions, decisions How companies decide whether and how to proceed with equity-based LTI GLTI: Trends and Predictions

9 Decision-making process Factors influencing the process Company-wide objectives Local market conditions Regulatory challenges Tax implications Cost of compliance Staffing to administer 8

10 What to offer Option ESPP RSUs Restricted stock Phantom awards Cash Nothing 9

11 What to offer, and how much How are the award types are selected? How much do you modify award sizes for different locations? Do you offer the same thing everywhere or do you tailor for local considerations (tax, regulatory, cultural, etc.)? 10

12 Where to offer Select countries or worldwide? Small number of employees? Countries with continued growth? How to respond to local executives challenges when their country has been excluded from eligibility? 11

13 Whom to offer Broad-based awards Key employee awards Different awards to different levels 12

14 Overview of survey results/global trends Participation among senior management remains high Full-value awards continue to be the biggest component of the equity pay mix Cash LTI is gaining ground Median values of equity granted generally are flat 13

15 Who is receiving equity? Participation rates LTI by functional area GLTI: Trends and Predictions

16 Participation country comparisons Median participation rates ( ) 50% 40% 30% 20% % 0% United States Brazil Canada China India Japan Philippines Singapore Finland France Germany United Kingdom Americas Asia Pacific Europe Steady drop in participation in the Americas and the Asia Pacific region In all reported countries, 50th percentile participation rate is 0% for non-exempt individual contributors 15

17 Participation United States historical 100% Median participation rates ( ) 75% 50% 25% Vice President Director Manager Exempt Non-exempt All 0% Participation rates for senior level employees generally stable over the period Continued decline in participation at manager level and below 16

18 Participation India historical India median participation rates ( ) 100% 80% 60% 40% 20% 0% Vice President Director Manager Exempt Non-exempt All Very high participation for senior management Declining participation down through the population 2011 an apparent anomaly 17

19 Participation China historical China median participation rates ( ) 100% 80% 60% 40% 20% 0% Vice President Director Manager Exempt Non-exempt All Stable at the VP level Inconsistent over the years at director level and below 18

20 Participation Germany historical Germany median participation rates ( ) 100% 80% 60% 40% 20% 0% Vice President Director Manager Exempt Non-exempt All Stable at the VP level and, to some extent, at the director level Steady drop for managers since 2011, but steady increase for lower exempt levels 19

21 Participation Brazil historical Brazil median participation rates ( ) 100% 80% 60% 40% 20% 0% Vice President Director Manager Exempt Non-exempt All Stable at the VP level since 2011 Increase in participation in 2011 across the board (what s with 2010??) Steady decline in participation since 2011 among lower levels 20

22 Participation by revenue select countries Median participation rates by company size (revenue) 30% 20% 10% < $5 billion > $5 billion 0% United States Brazil Canada China India Japan Philippines Singapore Finland France Germany United Kingdom Americas Asia Pacific Europe Higher participation for larger companies (in most cases) 21

23 LTI by functional area Percent of employees receiving LTI by functional area 30% 20% 10% All Participants Top 20% 0% Engineering Operations Sales - Direct Marketing Finance IT Sales - Indirect Professional Service Cutomer Service Human Resources 22

24 LTI by functional area Percent of employees receiving LTI by functional area (technology industry) 30% 20% 10% All technology Top 20% 0% Engineering Sales - Direct Professional Service Operations Marketing IT Sales - Indirect Finance Cutomer Service Product Development 23

25 What type of equity is being delivered? Award mix GLTI: Trends and Predictions

26 Types of equity award mix select countries LTI pay mix among all employees 100% 80% 60% 1% 21% 8% 10% 14% 20% 17% 9% 10% 2% 16% 7% 11% 18% 21% 8% 3% 7% 15% 11% 9% 17% 4% 18% 12% 2% 40% 20% 69% 61% 59% 76% 65% 67% 74% 71% 68% Cash LTI Stock Options/SARs Performance Restricted Stock Time-Based Restricted Stock 0% United States Brazil Canada Retreat of full-value award usage Significant increase in cash LTI Distribution based on award values 25

27 Types of equity award mix select countries LTI pay mix among all employees 100% 80% 5% 12% 8% 10% 22% 32% 12% 9% 8% 21% 26% 6% 13% 10% 1% 17% 20% 1% 9% 60% 3% 14% 3% 4% 8% 2% 40% 20% 75% 65% 51% 80% 67% 63% 81% 69% 73% Cash LTI Stock Options/SARs Performance Restricted Stock Time-Based Restricted Stock 0% China India Japan 26

28 Types of equity award mix select countries LTI pay mix among all employees 100% 80% 60% 8% 10% 19% 21% 4% 4% 12% 8% 8% 18% 3% 21% 14% 2% 8% 4% 7% 10% 21% 8% 3% 40% 20% 82% 81% 71% 80% 70% 62% 88% 83% 68% Cash LTI Stock Options/SARs Performance Restricted Stock Time-Based Restricted Stock 0% Philippines Singapore Finland 27

29 Types of equity award mix select countries LTI pay mix among all employees 100% 80% 60% 19% 7% 7% 17% 7% 18% 14% 8% 18% 4% 8% 15% 21% 11% 3% 2% 13% 6% 6% 14% 4% 18% 13% 2% 40% 20% 74% 69% 59% 78% 68% 72% 81% 75% 68% Cash LTI Stock Options/SARs Performance Restricted Stock Time-Based Restricted Stock 0% France Germany United Kingdom 28

30 Types of equity award mix LTI pay mix by employee level for US ( ) 100% 80% 60% 40% 20% 0% 3% 8% 7% 2% 5% 1% 13% 10% 19% 18% 36% 26% 25% 30% 25% 18% 18% 7% 13% 4% 2% 17% 18% 15% 24% 25% 23% 72% 68% 68% 51% 52% 54% 39% 43% 43% CEO Vice President Individual Contributor Cash LTI Stock Options/SARs Performance Restricted Stock Time-Based Restricted Stock Prevalence of fullvalue awards is flat Use of performance-based awards is flat for chief executives, slightly lower below that Increase in cash LTI for all 29

31 Why are companies granting equity? Grant reasons Performance awards GLTI: Trends and Predictions

32 Grant reasons Distribution of grant reasons (by value delivered) 100% 80% 5% 7% 11% 10% 12% 14% 11% 10% 16% 14% 7% 6% 8% 9% 10% 7% 4% 9% 60% 40% 20% 83% 79% 78% 80% 77% 81% 82% 83% 86% Miscellaneous New hire Ongoing 0% Proportion of ongoing/annual grants remains steady at ~80-85% Miscellaneous grants cut nearly in half, to level below that in

33 Miscellaneous/special grants Type of miscellaneous grants offered Retention Promotion Acquisition or merger Recognition of top/outstanding performers One-time broad-based grant Project completion Special skill set Filing of patent Relocation/transfer Other Make-up grants for underwater options 0% 20% 40% 60% 80% 100% Approximately half use these other types of awards Companies regularly use equity in connection with retention, promotion and recognition Grants for special skill sets have become popular 32

34 Performance awards 100% Percent of companies delivering grants to VPs 80% 60% 40% Performance Shares Stock Options Time-Based Restricted Stock 20% 0% Performance Shares have dropped off a tad (noted earlier) Most companies using portfolio approach with two or three LTI vehicles for executives 33

35 Measuring performance Revenue Revenue 28% 40% Profit Operating profit 11% 21% Pretax profit 2% 6% After tax profit 2% 4% EBITDA 9% 13% EBIT 2% 6% Earnings per share (EPS) 28% 26% Profitability Gross margin 4% 13% Net margin 0% 2% Net interest margin 0% 4% Return on equity (ROE) 2% 4% Return on assets (ROA) 2% 9% Return on sales (ROS) 0% 2% Return on invested capital (ROIC) 19% 8% Cash flow return on invested capital (CFROIC) 0% 2% Most common performance share metrics are: Revenue TSR EPS Other profit metric We most typically see two metrics used in a plan for executives Cash flow Cash flow 2% 4% Operating cash flow 6% 4% Free cash flow 0% 6% Cash earnings per share 2% 6% Value creation Economic value added (EVA) 0% 4% Economic profit 2% 2% Return on capital vs. weighted average cost of capital 2% 2% Stock price 9% 9% Total shareholder return (TSR) 32% 32% 34

36 How much is being delivered? Value of equity grants GLTI: Trends and Predictions

37 Value by employee level select countries Median value of equity for VP (2013) $0 $50,000 $100,000 $150,000 $200,000 $250,000 $300,000 United States Brazil Canada China India Japan Philippines Singapore Finland France Germany United Kingdom Relatively similar treatment of employee groups across countries; suggests a global approach to grant determinations 36

38 Value by employee level select countries Median value of equity (2013) $50,000 $40,000 $30,000 $20,000 $10,000 $0 Director Manager Exempt Non-exempt All United States Brazil Canada China India Japan Philippines Singapore Finland France Germany United Kingdom Relatively similar treatment of employee groups across countries; suggests a global approach to grant determinations 37

39 Value historical select countries $50,000 Median value of equity ( ) $40,000 $30,000 $20,000 $10, $0 United States Brazil Canada China India Japan Philippines Singapore Finland France Germany United Kingdom Americas Asia Pacific Europe Grant values relatively flat, except in China, Japan and the UK markets continue to be volatile share based awards vs value based awards 38

40 Value percent of base salary select countries 40% Median value of equity as a percent of base salary (2013) 30% 20% 10% % United States Brazil Canada China India Japan Philippines Singapore Finland France Germany United Kingdom Americas Asia Pacific Europe Not much change over last year As % of base salary, US-based equity grants perhaps only as (rather than more) influential as grants to non-us counterparts 39

41 Value US technology industry by employee level $330,000 $210,000 Median value of equity for US technology industry ( ) $300,000 $180,000 $270,000 $150,000 $240,000 $120,000 $210,000 $90,000 $60,000 $30,000 VP Director Manager Exempt Non-Exempt All $ Grant values increasing at senior levels, flat at lower levels Function of market volatility, balancing number of shares versus stock price to achieve certain value? Big jump (down) from VP to director and below 40

42 Value by company size (revenue) Median value by company size (revenue) $60,000 $50,000 $40,000 $30,000 $20,000 < $5 billion > $5 billion $10,000 $0 United States Brazil Canada China India Japan Singapore Philippines Finland France Germany United Kingdom Americas Asia Pacific Europe Consistently larger awards in smaller companies 41

43 Value headquarters comparison 100% Grants as a percent of HQ country 80% 60% 40% 20% % United States Brazil Canada China India Japan Philippines Singapore Finland France Germany United Kingdom Americas Asia Pacific Europe US is benchmark for companies based in US With a few exceptions, values as percent of HQ have been relatively flat 42

44 Value China and India broad-based equity Median Value of Equity ( ) $40,000 $35,000 $30,000 $25,000 $20,000 $15,000 $10,000 $5, $0 Dir Mgr Exempt Non-Exempt All Dir Mgr Exempt Non-Exempt All China India Across employee levels in China, three year pattern of rising values exists; flatter in India Causes: participation rates decline, overseas growth in employment, competitive issues, other? 43

45 When do employees receive equity? Vesting Term Frequency GLTI: Trends and Predictions

46 Time periods Total vesting period 100% 80% 60% Length of Stock Option term Years 75th 10 50th 10 25th 7 40% 20% Stock Options Restricted Stock 0% 1 year 2 years 3 years 4 years 5 or more years Not much change here in vesting and term in recent years three- and four-year vesting most prevalent for both options and full-value awards Large majority use annual vesting (as opposed to monthly or quarterly) 45

47 Time periods performance shares 100% 80% 60% 40% Period When First Portion of Performance Shares Vest These are long-term incentive plans, therefore, a three-year performance period, or a one-year period with two further years for vesting of amount earned are two most common arrangements 20% 0% 1 year 2 years 3 years 4 years 5 or more years 46

48 What s in store for 2014? Likely flat participation rates Not much fluctuation in grant values Continued consideration/use of cash LTI Increased prevalence of ESPPs 47 GLTI: Trends and Predictions

49 Questions Jon Doyle International Law Solutions San Francisco Sandra Sussman Director, Buck Consultants San Francisco Buck Consultants Surveys San Francisco

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