SPONSORED BY GRANT THORNTON. Financial executive compensation survey 2013

SPONSORED BY GRANT THORNTON Financial executive compensation survey 2013

Contents 1 Executive summary 3 Survey participant information 4 Overall survey findings 6 Public and private company comparisons 6 Overview 8 Corporate CFO 11 Corporate controller 14 VP finance 17 Director level 19 Chief accounting officer 21 Treasurer 23 Divisional/geographic/regional CFO 25 Appendix: Job descriptions 31 About the authors 32 About Grant Thornton and Financial Executives Research Foundation Inc. Authors Thomas Thompson Jr. Senior associate, research Financial Executives Research Foundation Inc. Ken Cameron, PHR Director Grant Thornton LLP Eddie Adkins, CPA Partner Grant Thornton LLP

Executive summary How does your total compensation package and that of your staff stack up against your peers compensation? This research study aims to answer that question by presenting the results of our seventh annual survey of financial executives regarding their salaries, bonuses, long-term incentives and retirement benefits. As in years past, the survey was completed by senior financial executives rather than by human resources or executive search firm executives. This year s survey included a total of 554 responses. Manufacturing was the most represented industry same as in last year s survey. Following the trend in recent years surveys, the percentage of responses from private companies increased slightly, to 65% in 2013 from 63% in 2012, while those from public companies decreased slightly, from 30% in 2012 to 29% in 2013. As in past years, average revenue for public company participants was higher than that of the private company participants. Compensation The table below compares the base salaries of several different positions by title and company type. For those individuals who indicated an increase, the estimated average salary increase for all respondents was 3% versus 4% last year. For public companies, the average salary increase was 3.5%, and for private companies the average salary increase was 3.1%. Just 22% of respondents receive a long-term cash incentive based on other calculations, phantom shares or phantom equity rights or sometimes in the form of deferred compensation. This represents a small decrease from 2012, when 26% of respondents received this type of benefit. Even though less than one-quarter of respondents report receiving a long-term cash incentive, nearly half (46%) receive some form of stock-based incentive compensation, with stock options (12%) being the most frequently cited. Public and private company comparison Average base salary by title all responses Corporate CFO $248,900 $201,700 Corporate controller $207,200 $145,400 Public Private Vice president (VP) $208,900 finance $166,900 Director level $159,300 $141,500 Chief accounting officer $259,400 $207,000 For public companies, the average salary increase was 3.5%, and for private companies the average salary increase was 3.1%. Treasurer $259,600 $233,500 Divisional/geographic/ $175,000 regional CFO $192,300 0 50000 100000 150000 200000 250000 300000 Financial executive compensation survey 1

Benefits and perquisites Consistent with last year s results, the average employerdefined contribution match is 4% for both public and private companies. Almost three-quarters (74%) of the respondents companies do not offer a defined benefit plan. For those companies that do still offer a defined benefit plan, more than half (57%) are open to new hires. One-fifth (20%) are frozen with no further benefit accruals. Eighty-two percent of executives reported receiving one or more perquisites. In the majority of cases (67%), those perquisites have not been reduced in the last year. Similar to prior years, a cellphone, cellphone allowance or cellphone reimbursement is still the most popular perquisite (77%). Nearly half (49%) of the respondents employers do not cover total health care costs the employee must contribute a portion of the total costs. For those companies that do, a little more than one-third (34%) cover employee and family costs. Other findings Most respondents (63%) are not covered by an employment contract. For those executives that are, the most common element is change-in-control severance (26%), followed by severance based on number of months (25%). New to this year s survey, the average executive has held their current position for at least five years. This year s survey also found that executives saw a moderate increase in the number of employees related to their job responsibilities, from 135 in 2012 to 152 in 2013. The average for public companies was 265; for private companies, it was 109. Consistent with last year s results, for those executives who are eligible for long-term incentives (cash, stock-based or other), the most common measure for determining payouts was base salary level (66%), followed by more specific company performance measures such as goals and objectives (41%) and discretionary (36%). The use of EBITDA as a performance measure (30%) has also continued to increase. Identical to last year s results, the majority of respondents (56%) indicated a master s degree as the highest level of education completed. In addition, most respondents (79%) were male. Detailed figures for base salary, bonuses, long-term and stock-based compensation, retirement benefits and perquisites are provided by title, company type and size in the following pages. Accessing survey data online As in years past, all survey results are also available online through PayCheck, FEI s online compensation benchmarking tool. Responses can be searched based on all criteria, including title, industry, company type, company location, company annual revenue, base salary and annual bonus opportunity. PayCheck is available by clicking on the research tab on the FEI website: www.financialexecutives.org. 2 Financial executive compensation survey

Survey participant information Data used in the compilation of this research report was collected from responses received from a survey, sent via email to active FEI members in November and December 2012 and January 2013. An active or executive FEI member is defined as an individual currently holding a position as a financial executive at an organization. A total of 549 members completed the 36-question survey. A profile of respondents follows. Note that totals throughout the report may vary, because not every respondent answered every question. Compared with last year s survey results, the percentage of responses from private company executives and nonprofit executives increased slightly, while those from public company executives decreased slightly. This year there were no responses from government executives. Consistent with the previous six years, the most heavily represented industry was manufacturing, with 26% in 2013. As was the case in the last five years, the most responses came from members employed by companies with corporate headquarters located in either California or Texas, with 13% each. Respondent profile Number of responses by company type Title Public Private Nonprofit Total Corporate CFO 31 190 16 237 43% Corporate controller 20 41 1 62 11% VP finance 22 46 7 75 14% Director (of finance, accounting) 25 26 1 52 9% Treasurer 8 6 2 16 3% Chief accounting officer 9 9 0 18 3% Divisional/geographic/regional CFO 8 9 0 17 3% Divisional/geographic/regional controller 6 2 0 8 1% Manager (of finance, accounting) 8 5 0 13 2% Chief operating officer (COO) 1 8 2 11 2% Assistant controller 3 0 0 3 1% Managing director 1 1 0 2 0% Chief tax officer/vp tax 3 0 0 3 1% Chief auditor/vp internal audit 8 1 0 9 2% Chief business officer 0 1 0 1 0% Chief administrative officer 0 2 0 2 0% Corporate president and/or CEO 0 2 0 2 0% Assistant treasurer 4 1 0 5 1% Consultant 1 2 0 3 1% VP strategic planning and business development 1 3 1 5 1% Partner 0 1 0 1 0% Principal 0 1 1 2 0% Chief risk officer/vp risk and audit services 1 1 0 2 0% Independent board director or trustee 0 0 0 0 0% Divisional president 0 0 0 0 0% Business owner 0 0 0 0 0% General manager 0 0 0 0 0% Chief compliance officer 0 0 0 0 0% Grand total 160 358 31 549 100% 29% 65% 6% 100% Financial executive compensation survey 3

Overall survey findings Salary increases The number of executives who received a salary increase decreased slightly to 72% in 2013, down from 74% in 2012. This year s 72% remains significantly higher than the survey s all-time low in 2010, when only 43% reported receiving an annual salary increase. The average overall dollar amount of this recent salary increase was $5,997. In addition to base salary, for those respondents that reported receiving an annual bonus, they received an average annual bonus was $52,093. Long-term incentives Only 22% receive a long-term cash incentive, based on other calculations, phantom shares or phantom equity rights or sometimes in the form of deferred compensation. However, 46% receive some form of stock-based incentive compensation. A breakdown of the types of awards follows (respondents were able to choose all that apply). Benefits and perquisites Consistent with last year s results, the average employerdefined contribution match is 4% for both public and private companies. Almost three-quarters (74%) of the respondents companies do not offer a defined benefit plan. For those companies that do still offer a defined benefit plan, more than half (57%) are open to new hires. One-fifth (20%) are frozen with no further benefit accruals. The percentage of executives that report receiving at least one or more perquisites remains fairly consistent with prior years. A breakout of the types of perquisites follows (respondents could choose all that apply). Stock-based long-term incentives all responses Stock options 12% Restricted stock/units 10% Target award is based on a 7% fixed number of shares or units Target award is based on a 5% percentage of base salary Discretionary 5% Phantom stock/units 5% Percent ownership 2% I am not eligible to receive 54% this type of long-term incentive 4 Financial executive compensation survey

Benefits and perquisites all responses Cellphone, cellphone allowance, 77% cellphone reimbursement Airline club membership 22% Company car or car allowance 18% Other Most respondents (63%) are not covered by an employment contract. For those executives that are, the most common element is change-in-control severance (26%) followed by severance based on number of months (25%). A breakdown of all contract elements follows (respondents could choose all that apply). Paid parking 16% Commuting expenses 14% (e.g., reimbursement for gas, tolls, bus/train) Health/fitness club 13% Auto/car insurance 11% Executive physicals 10% Country club membership 8% Relocation assistance 7% Personal financial or tax advice 7% Personal use of property owned 3% or leased by the company Housing and other living 2% expenses Dining club membership 1% Other 5% Not applicable/never had 52% Employment contracts all responses Change-in-control severance 26% Severance (not change 25% in control), number of months Minimum or guaranteed level 7% of compensation Tax gross-ups or other 3% reimbursement of taxes owed on compensation and benefits Housing and other 1% living expenses No participation 63% No longer applicable because 1% recently lost This year s 72% remains significantly higher than the survey s all-time low in 2010, when only 43% reported receiving an annual salary increase. Financial executive compensation survey 5

Public and private company comparisons Overview A total of 160 responses were received from financial executives from publicly held companies and 358 from financial executives from privately held companies. A percent age breakdown of public and private company responses by title follows. The first chart on the following page provides a yearover-year comparison of the number of finance/accounting employees and full-time equivalents supervised by respondents employed at both public and private companies. The median number of employees has remained consistent, in the 10 to 50 range. When breaking down the staffing numbers by company type, private companies had a slightly higher percentage in the 10 to 50 range with 43% versus public companies in the same range with 41%. The number of public company executives who received a salary increase continued to increase (82%) this year from 2012 (80%). The average annual salary increase for public company executives held steady at 4%. As for private companies, there was a slight decrease in the number of executives who reported an annual salary increase to 67% this year, compared to the 69% who received a salary increase in 2012. Private company executives received an average increase of 3%, the same as in 2012. The majority of executives (68%) have an annual target bonus level. For public companies, 78% of executives have a target bonus level, while for private companies the percentage was somewhat smaller at 64%. Consistent with last year s results, the average employer match for defined contribution plans is 4% for both public and private companies. Respondents titles Public and private company comparisons Corporate CFO 19% 53% VP finance 14% 13% Corporate controller 13% 11% Treasurer 5% 2% Assistant treasurer 2% 0% Assistant controller 1% 0% Director (of finance, 16% accounting) 7% Chief accounting 6% officer 3% Chief tax officer/ 1% VP tax 0% Chief auditor/ 4% VP internal audit 0% Corporate president 0% and/or CEO 1% COO 1% 2% Divisional/geographic/ 5% regional CFO 3% Divisional/geographic/ 4% regional controller 1% Managing director 1% 0% Manager (of finance, 4% accounting) 1% 0 10 20 30 40 50 60 Public Private 6 Financial executive compensation survey

The second table below shows the performance measures used in determining the long-term incentive compensation (cash, stock-based, other) for public and private company respondents. Finance/accounting staff and full-time equivalents 2013 2012 2011 2010 2009 Public Private Public Private Public Private Public Private Public Private Fewer than 10 31% 30% 25% 35% 25% 34% 19% 33% 9% 34% 10 50 41% 43% 40% 46% 39% 42% 33% 44% 18% 29% 51 99 12% 11% 13% 9% 12% 10% 18% 11% 14% 11% 100 249 7% 10% 11% 5% 13% 7% 14% 6% 18% 10% 250 499 1% 4% 4% 3% 5% 3% 4% 3% 13% 7% 500 999 3% 2% 3% 1% 2% 2% 4% 2% 7% 4% 1,000 5,000 4% 1% 4% 1% 4% 3% 7% 1% 22% 7% More than 5,000 1% 0% Performance measures 2013 2012 2011 2010 2009 Public Private Public Private Public Private Public Private Public Private Company goals/objectives 18% 17% 40% 40% 38% 22% 35% 22% 70% 61% Discretionary 14% 17% 40% 38% 26% 19% 32% 20% EBITDA 9% 15% 30% 36% 21% 18% 24% 20% 48% 51% Cash flow 9% 6% 24% 14% 18% 8% 22% 9% 29% Earnings before interest and taxes (EBIT) 7% 10% 23% 16% 18% 10% 19% 10% 19% 15% Department goals/objectives 8% 2% 22% 16% 17% 6% 18% 7% 42% Individual goals/objectives 8% 9% 21% 14% 20% 8% 15% 6% 41% 22% Net income 6% 5% 9% 12% 10% 8% 9% 7% 17% 5% Share/stock price 5% 2% 17% 9% 8% 5% 11% 7% 4% Revenue growth 4% 5% 13% 9% 11% 6% 12% 6% 23% 18% Performance against companies within a peer group 4% 1% 13% 2% 9% 1% 10% 1% 5% Earnings per share growth 3% 2% 22% 9% 14% 3% 16% 2% 23% 37% Return on assets 2% 1% 2% 1% 2% 2% 7% 3% 5% 3% Return on capital 2% 0% 9% 5% 5% 1% 13% 3% Return on equity 1% 4% 8% 11% 4% 5% 6% 5% 1% Economic value added 1% 2% 3% 3% 3% 3% 8% 3% 3% Financial executive compensation survey 7

Corporate CFO, public and private company comparison For public company corporate CFOs, the average base salary is $248,900. Seventy-four percent reported an average increase of 4%. The average number of years public company CFOs have held their current positions is six years. For private company corporate CFOs, the average base salary is $201,700. More than half (62%) of private company respondents received an annual salary increase. The average reported salary increase was 3%. Six years was also the average number of years private company CFOs have held their current positions. The average public company corporate CFO s annual bonus was $81,700; for private company CFOs, it was $54,300. The majority of public (55%) and private company (62%) CFOs have a target bonus level. A little more than one-quarter of public (26%) and private company (27%) CFO respondents receive additional cash-based long-term incentive awards. Adding these incentive awards to base salary, the average total cash compensation is $348,800 for the public company CFO, and $268,400 for the private company CFO. The majority (80%) of public company CFOs receive a form of stock-based long-term incentive award, while less than half (39%) of the private company CFOs receive it. For those executives that do receive this benefit, stock options were the most popular for public (44%) and private company (27%) CFOs. The majority of public (88%) and private company (86%) CFOs do not receive dividends or dividend equivalents on stock-based awards. Many (71%) public company CFOs do not participate in a defined benefit plan, and 83% do not receive additional monthly supplemental retirement benefits. A cellphone, cellphone allowance or cellphone reimbursement remains the most popular perquisite for public company CFOs (74%), followed by an airline club membership and a company car or car allowance (23% each). Fifty-six percent have not had their perquisites reduced in the past year, but 23% are considering doing so in the next one to two years. Most (87%) private company CFOs do not participate in a defined benefit plan, and 87% do not receive additional monthly supplemental retirement benefits. The most popular perquisite for private company CFOs is a cellphone, cellphone allowance or cellphone reimbursement (84%), followed by a company car or car allowance (27%). Sixty-seven percent have not had their perquisites reduced in the past year, but 21% are considering doing so in the next one to two years. For public company corporate CFOs, the average base salary is $248,900. Seventy-four percent reported an average increase of 4%. 8 Financial executive compensation survey

Public and private company CFO compensation is compared in the following table. The second table below compares public and private company CFO median base salary ranges. Medians are fairly proportionate to company size and generally consistent with the prior year. Annual salary increase percentages for both public and private company corporate CFOs varied and are depicted in the table below. CFO, public and private company comparison Compensation all responses Public Private Number of responses 31 190 Median company revenue size $150 million $60 million Annual salary $248,900 $201,700 Annual bonus $81,700 $54,300 Total cash compensation (salary, bonus, nonstock compensation) $348,800 $268,400 Total compensation $418,400 $293,200 CFO, public and private company comparison Base salary all responses Annual base salary Public Private Less than $100,000 0 3 $100,000 $125,000 0 20 $126,000 $150,000 4 21 $151,000 $175,000 3 28 $176,000 $200,000 6 43 $201,000 $225,000 2 19 $226,000 $250,000 4 21 $251,000 $275,000 3 9 $276,000 $300,000 2 11 $301,000 $325,000 2 3 $326,000 $350,000 1 4 $351,000 $375,000 0 2 $376,000 $400,000 1 3 $401,000 $425,000 1 1 $426,000 $450,000 2 0 $451,000 $475,000 0 0 $476,000 $500,000 0 0 $501,000 or more 0 2 Grand total 31 190 CFO, public and private company comparison Percent increase in annual salary all responses Percent increase Public Private Did not receive an increase 8 71 1% 0 2 2% 2 13 3% 7 44 4% 5 12 5% 5 16 6% 0 1 7% 0 2 8% 0 6 9% 1 3 10% 0 7 More than 10% 3 10 Grand total 31 187 Financial executive compensation survey 9

CFO compensation by revenue range Base salary all responses Less than $100 million $100 million $999 million More than $1 billion Number of responses 144 75 15 Average base salary $179,435 $238,478 $291,973 25 th percentile $143,000 $185,000 $208,750 Median $175,000 $230,000 $255,000 75 th percentile $203,000 $271,250 $337,500 CFO compensation by revenue range Total compensation all responses Less than $100 million $100 million $999 million More than $1 billion Number of responses 144 75 15 Average total compensation $250,482 $363,563 $506,157 25 th percentile $162,000 $238,500 $322,500 Median $215,000 $320,000 $500,000 75 th percentile $275,000 $432,000 $621,250 New for this year s survey, the two tables at left illustrate the base salaries and total compensation of corporate CFOs broken down into percentiles by various revenue ranges. Most (71%) public company corporate CFOs are covered by an employment contract, with the most popular provision addressing change-in-control severance (58%), followed by severance based on number of months (45%). A few contracts include a minimum or guaranteed level of compensation (10%) or tax gross-ups or other reimbursement of taxes owed with respect to compensation and benefits (7%). Fewer than half (46%) of the private company corporate CFO respondents are covered by an employment contract. The most popular provisions address change-in-control severance (34%) and severance based on number of months (33%). A few contracts include a minimum or guaranteed level of compensation (13%) or tax gross-ups or other reimbursement of taxes owed with respect to compensation and benefits (4%). More than half (55%) of public company CFOs must contribute to their total health care costs, while less than half (41%) of private company CFOs must contribute to theirs. Sixty-five percent of public company CFOs have a master s degree, and 60% of the private company CFOs have one. Most (71%) public company corporate CFOs are covered by an employment contract, with the most popular provision addressing change-in-control severance (58%), followed by severance based on number of months (45%). 10 Financial executive compensation survey

Corporate controller, public and private company comparison The average base salary for public company corporate controllers in the sample is $207,200. Eighty-five percent received an average increase of 4%, and the remaining 15% did not receive an increase. Four years is the average number of years that public company corporate controllers have held their current position. The average base salary for private company corporate controllers in the sample is $145,400. In addition, 66% received an average salary increase of 3%. Five years is the average number of years private company controllers have held their current position. The average public company corporate controller s annual bonus was $65,000, while it was $37,200 for private company controllers. The overwhelming majority (95%) of public company controllers and two-thirds (66%) of private company controllers have a target bonus level. A few (21% for public; 12% for private) received additional cash-based long-term incentive awards. Adding all cash components to the base salary, the average total cash compensation is $277,600 for public company corporate controllers and $190,200 for private company corporate controllers. Almost all (95%) public company controllers receive a form of stock-based long-term incentive award. Of the types of share-based payment, stock options (32%) were the most popular. About one-third (35%) receive dividends or dividend equivalents on stock-based awards. Most (66%) private company controllers do not receive any form of stock-based long-term incentive award. Many public (68%) and private company (66%) controllers do not participate in a defined benefit plan, and the majority (94% for public; 90% for private) do not receive additional monthly supplemental retirement benefits. The most popular perquisite is a cellphone, cellphone allowance or cellphone reimbursement (75% for public; 83% for private). Ninety-four percent of public company controllers and 65% of private company controllers have not had their perquisites reduced in the past year. Only 6% of public companies are considering doing so in the next one to two years, while 24% of private companies are considering it. When asked to estimate total compensation, including share-based awards, incentives and perks, public company corporate controllers responded with an average of $366,600, and private company corporate controllers responded with an average of $198,900. For most controllers, compensation is proportionate to the annual revenues of their employers. The following table compares compensation of public and private company corporate controllers. Controller, public and private company comparison Compensation all responses Public Private Number of responses 20 41 Median company revenue size $1.07 billion $133 million Annual salary $207,200 $145,400 Annual bonus $65,000 $37,200 Total cash compensation (salary, bonus, nonstock compensation) $277,600 $190,200 Total compensation $366,600 $198,900 Financial executive compensation survey 11

The median base salary ranges of public and private company controllers are also proportionate to company revenues. None of the respondents receive an annual base salary exceeding $375,000. The table below compares public versus private company controllers median salary ranges. Annual salary increase percentages for public and private company corporate controllers are depicted in the following table. Controller, public and private company comparison Base salary all responses Annual base salary Public Private Less than $100,000 0 5 $100,000 $125,000 1 12 $126,000 $150,000 4 7 $151,000 $175,000 1 5 $176,000 $200,000 2 3 $201,000 $225,000 6 7 $226,000 $250,000 1 0 $251,000 $275,000 3 0 $276,000 $300,000 1 1 $301,000 $325,000 0 0 $326,000 $350,000 0 0 $351,000 $375,000 1 0 $376,000 $400,000 0 0 $401,000 $425,000 0 0 $426,000 $475,000 0 0 $476,000 $500,000 0 0 $501,000 or more 0 0 Grand total 20 40 Controller, public and private company comparison Percent increase in annual salary all responses Percent increase Public Private Did not receive an increase 3 14 1% 0 1 2% 3 8 3% 3 5 4% 4 4 5% 4 3 6% 0 1 7% 0 1 8% 1 0 9% 0 1 10% 1 1 More than 10% 1 2 Grand total 20 41 Seventy percent of public company corporate controllers have an employment contract. The most popular provision addresses change-in-control severance (25%). 12 Financial executive compensation survey

The two tables below illustrate corporate controllers base salaries and total compensation broken down into percentiles by revenue range. Controller compensation by revenue range Base salary all responses Less than $100 million $100 million $999 million More than $1 billion Number of responses 24 18 19 Average base salary $125,016 $165,611 $213,790 25 th percentile $110,000 $120,000 $156,625 Median $118,000 $172,500 $210,000 75 th percentile $143,500 $196,800 $236,250 Seventy percent of public company corporate controllers have an employment contract. The most popular provision addresses change-in-control severance (25%). For the private company corporate controllers in the sample, most (78%) do not have an employment contract. For the 22% who do, the most popular provision addresses severance based on number of months (17%), followed by change-in-control severance (15%). The majority of public (68%) and private (54%) company controllers must contribute to their total health care costs. Fifty-six percent of public company controllers hold a master s degree, while less than half (45%) of private company controllers hold one. Controller compensation by revenue range Total compensation all responses Less than $100 million $100 million $999 million More than $1 billion Number of responses 23 18 19 Average total compensation $163,458 $204,358 $403,325 25 th percentile $125,750 $136,875 $189,204 Median $156,000 $209,000 $325,000 75 th percentile $190,000 $256,500 $441,250 Financial executive compensation survey 13

VP finance, public and private company comparison The average base salary for public company vice presidents of finance is $208,900; for private company vice presidents of finance, it is $166,900. The majority of public (86%) and private company (80%) vice presidents of finance received an average salary increase of 4%. The average number of years public and private company vice presidents of finance have held their current position is five years. Public company VPs of finance receive average annual bonuses of $66,700, while private company VPs of finance receive average annual bonuses of $33,700. Most (82%) public company vice presidents of finance and many (67%) private company vice presidents of finance have a target bonus level. The average total cash compensation for public company VPs of finance is $294,900; for private company VPs of finance, it is $206,400. More than three-quarters (86%) of public company VPs of finance receive a form of stock-based long-term incentive award. Of the types of share-based payment, restricted stock/ restricted stock options (42%) are the most popular. Less than one-quarter (23%) receive dividends or dividend equivalents on stock-based awards. Some (41%) private company VPs of finance receive a form of stock-based long-term incentive award. The types of awards vary, with stock options being the most popular. Half do not receive dividends or dividend equivalents on stock-based awards. Most VPs in the sample participate in a defined contribution plan with a company match. Thirty-two percent of public company VPs of finance participate in a defined benefit plan, and most (73%) do not have or participate in a supplemental retirement plan. Only a small percentage (20%) of private company VPs of finance participate in a defined benefit plan, and even fewer (2%) participate in a supplemental retirement plan. Seventy-four percent of public and 73% of private company VPs of finance have not had their perquisites reduced in the past year. Sixteen percent of public companies are considering doing so in the next one to two years, while 22% of private companies are considering it. The most popular perquisite is a cellphone, cellphone allowance or cellphone reimbursement (68% for public; 74% for private). When asked to estimate total compensation including share-based awards, incentives and perks, public company VPs of finance responded with an average of $325,800; private company VPs of finance responded with an average of $219,900. 14 Financial executive compensation survey

The table below compares annual compensation between public and private company VPs of finance. None of the VP respondents receive an annual base salary of more than $300,000. The second table compares base salary ranges of public and private company VPs of finance. Annual salary increase percentages for both public and private VPs of finance are detailed in the following table. VP finance, public and private company comparison Compensation all responses Public Private Number of responses 22 46 Median company revenue size $750 million $40 million Annual salary $208,900 $166,900 Annual bonus $66,700 $33,700 Total cash compensation (salary, bonus, nonstock compensation) $294,900 $206,400 Total compensation $325,800 $219,900 VP finance, public and private company comparison Base salary all responses Annual base salary Public Private Less than $100,000 1 1 $100,000 $125,000 0 5 $126,000 $150,000 0 10 $151,000 $175,000 4 12 $176,000 $200,000 5 12 $201,000 $225,000 5 3 $226,000 $250,000 2 3 $251,000 $275,000 3 0 $276,000 $300,000 2 0 $301,000 $325,000 0 0 $326,000 $350,000 0 0 $351,000 $375,000 0 0 $376,000 $400,000 0 0 $401,000 $425,000 0 0 $426,000 $475,000 0 0 $476,000 $500,000 0 0 $501,000 or more 0 0 Grand total 22 46 VP finance, public and private company comparison Percent increase in annual salary all responses Percent increase Public Private Did not receive an increase 3 9 1% 0 0 2% 5 2 3% 6 13 4% 1 5 5% 3 6 6% 2 1 7% 0 3 8% 1 1 9% 0 0 10% 0 2 More than 10% 1 3 Grand total 22 45 Financial executive compensation survey 15

VP finance compensation by revenue range Base salary all responses Less than $100 million $100 million $999 million More than $1 billion Number of responses 37 26 11 Average base salary $159,722 $186,730 $220,818 25 th percentile $126,250 $165,000 $190,000 Median $155,000 $188,500 $220,000 75 th percentile $184,625 $200,000 $233,750 VP finance compensation by revenue range Total compensation all responses Less than $100 million $100 million $999 million More than $1 billion Number of responses 37 26 11 Average total compensation $204,528 $259,289 $353,182 25 th percentile $139,000 $205,000 $260,750 Median $180,000 $243,750 $340,000 75 th percentile $234,000 $272,500 $432,250 The two tables at left illustrate base salaries and total compensation for VPs of finance broken down into percentiles by various revenue ranges. Less than half (41%) of public company VPs of finance in the sample have an employment contract. Of those, the most frequently cited type is contracts providing for change-incontrol severance (27%). About one-quarter (28%) of private company VPs of finance in the sample have an employment contract. For those who do, however, contracts that provide for severance based on change in control or number of months (22%) were the most often cited. More than half of public (55%) and private company (54%) VPs of finance must contribute to their total health care costs. Most public (64%) and private company (56%) VPs of finance hold a master s degree. Less than half (41%) of the public company VPs of finance in the sample have an employment contract. 16 Financial executive compensation survey

Director level, public and private company comparison For public company director-level respondents (i.e., director of finance, director of accounting), the average base salary is $159,300, while the average base salary for the private company director-level respondents in the sample is $141,500. Threequarters (76%) of public company directors and a majority (84%) of private company directors received an average salary increase of 3%. Three years is the average number of years public company directors have held their current position, while for private company directors, the average is four years. Annual bonuses for public company directors average $34,800, and for private company directors the average annual bonus is $29,000. Most public (88%) and private company (81%) directors have a target bonus level. Most public company directors (83%) and many private company directors (77%) do not receive additional cash-based long-term incentive awards. The average total cash compensation for a public company director is $201,800; for a private company director, it is $172,800. Most (64%) public company directors receive a form of stock-based long-term incentive award. Of the types of sharebased payment, stock options are the most popular (44%). Very few (12%) receive dividends or dividend equivalents on the stock-based awards. Most (88%) private directors do not receive a form of stock-based long-term incentive award. Of those who do, phantom stock/phantom stock units are the most popular option. Very few (4%) receive dividends or dividend equivalents on stock-based awards. The majority of public and private company directors participate in a defined contribution plan with a company match. Few participate in a defined benefit plan or a supplemental retirement plan. The most popular perquisite is a cellphone, cellphone allowance or cellphone reimbursement (72% for public; 62% for private). Most public and private company directors have not had their perquisites reduced in the last year, though about one-third (32%) of public company directors and almost one-quarter (22%) of private company directors say their company is considering doing so in the next one to two years. When asked to estimate total compensation (including share-based awards, incentives and perks), the average total compensation for public company directors is $222,800; for private company directors, it is $177,300. In the majority of cases, compensation for directors is proportionate to the annual revenues of their employers. The following table compares public and private company directorlevel compensation. Director level, public and private company comparison Compensation all responses Public Private Number of responses 25 26 Median company revenue size $1.25 billion $236 million Annual salary $159,300 $141,500 Annual bonus $34,800 $29,000 Total cash compensation (salary, bonus, nonstock compensation) $201,800 $172,800 Total compensation $222,800 $177,300 Financial executive compensation survey 17

Director level, public and private company comparison Base salary all responses Annual base salary Public Private Less than $100,000 0 1 $100,000 $125,000 3 6 $126,000 $150,000 9 12 $151,000 $175,000 7 4 $176,000 $200,000 3 3 $201,000 $225,000 2 0 $226,000 $250,000 1 0 $251,000 $275,000 0 0 $276,000 $300,000 0 0 $301,000 $325,000 0 0 $326,000 $350,000 0 0 $351,000 $375,000 0 0 $376,000 $400,000 0 0 $401,000 $425,000 0 0 $426,000 $475,000 0 0 $476,000 $500,000 0 0 $501,000 or more 0 0 Grand total 25 26 The median base salary ranges of both public and private company directors are consistent with company revenues. None of the director-level respondents receive an annual base salary above $250,000. The table above compares median salary ranges for public and private company directors. Director level, public and private company comparison Percent increase in annual salary all responses Percent increase Public Private Did not receive an increase 6 4 1% 0 0 2% 6 8 3% 8 8 4% 0 1 5% 2 3 6% 0 0 7% 1 0 8% 0 0 9% 0 0 10% 1 0 More than 10% 1 1 Grand total 25 25 The percentage increases for annual salary for both public and private company directors are detailed in the above table. A majority (92%) of public and many (77%) private company respondents are not covered by an employment contract. Of those who are, the contract type most often cited is for severance based on number of months (8%) for public companies and change-in-control severance (15%) for private companies. Almost half (48%) of public company directors and more than half (54%) of private company directors must contribute to their total health care costs. Most public (64%) and almost half of private company (48%) directors hold a master s degree. 18 Financial executive compensation survey

Chief accounting officer, public and private company comparison The average base salary for public company chief accounting officers (CAOs) is $259,400. Most (89%) received an average salary increase of 4%. The average base salary for private company CAOs is $207,000. More than half (56%) of the private company CAOs received an average salary increase of 1%. The average number of years public and private company CAOs have held their current position is seven years. The average public company CAO s annual bonus was $102,100, and for private company CAOs it was $100,100. The majority of public company CAOs (78%) and private company CAOs (89%) have a target bonus level. Very few public company CAOs (11%) and one-third of private company CAOs (33%) receive additional cash-based longterm incentive awards. Adding bonus and other cash incentives to the base salary, the average total cash compensation for a public company CAO is $379,500; for a private company CAO, it is $312,300. All public company CAOs receive a form of stock-based long-term incentive award, while less than half (44%) of private company CAOs receive this incentive. Of the types of share-based payment, restricted stock/restricted stock options are the most popular for public company CAOs, and stock options are most popular for private company CAOs. Onethird of public company CAOs receive dividends or dividend equivalents on the stock-based awards, but only a few (11%) of the private company CAOs do. Almost all CAOs participate in a defined contribution plan with a company match. Few participate in a defined benefit plan or receive additional monthly retirement benefits. The most popular perquisite is a cellphone, cellphone allowance or cellphone reimbursement (89% for public; 78% for private). Seventy-five percent of public company CAOs and 63% of private company CAOs have not had their perquisites reduced in the past year. When asked to estimate total compensation (including share-based awards, incentives and perks), public company CAOs responded with an average of $543,900; private company CAOs responded with an average of $323,000. For the most part, compensation is proportionate to the annual revenues of respondents employers. The following table compares average compensation based on company type. Chief accounting officer, public and private company comparison Compensation all responses Public Private Number of responses 9 9 Median company revenue size $2.1 billion $55 million Annual salary $259,400 $207,000 Annual bonus $102,100 $100,100 Total cash compensation (salary, bonus, nonstock compensation) $379,500 $312,300 Total compensation $543,900 $323,000 Financial executive compensation survey 19

None of the private company respondents receive an annual base salary exceeding $275,000. For public companies, only one respondent receives an annual base salary exceeding $351,000. The following table details the base salary range. Annual salary increase percentages for both public and private company CAOs are detailed in the following table. Chief accounting officer, public and private company comparison Base salary all responses Annual base salary Public Private Less than $100,000 0 0 $100,000 $125,000 0 1 $126,000 $150,000 1 1 $151,000 $175,000 0 1 $176,000 $200,000 1 1 $201,000 $225,000 0 0 $226,000 $250,000 2 3 $251,000 $275,000 2 2 $276,000 $300,000 0 0 $301,000 $325,000 2 0 $326,000 $350,000 0 0 $351,000 $375,000 1 0 $376,000 $400,000 0 0 $401,000 $425,000 0 0 $426,000 $475,000 0 0 $476,000 $500,000 0 0 $501,000 or more 0 0 Grand total 9 9 Chief accounting officer, public and private company comparison Percent increase in annual salary all responses Percent increase Public Private Did not receive an increase 1 4 1% 0 2 2% 1 1 3% 2 2 4% 2 0 5% 1 0 6% 1 0 7% 0 0 8% 0 0 9% 0 0 10% 1 0 More than 10% 0 0 Grand total 9 9 Most public and private company CAOs have an employment contract with severance payments based on either change in control or number of months. Some (44%) public company CAOs and most (67%) private company CAOs must contribute to their total health care costs. Most (89%) public and more than half of (56%) private company CAOs hold bachelor s degrees as their highest level of education completed. 20 Financial executive compensation survey

Most (88%) public company treasurers receive a form of stock-based long-term incentive award. Of the types of share-based payment, stock options are the most popular. Treasurer, public and private company comparison Public company treasurers reported an increase in their average base salary to $259,600. For private company treasurers, the average base salary was $233,500. The average salary increase for public company treasurers is 3%; for private company treasurers, it is 2%. Six years is the average number of years public company treasurers have held their current position, while for private company treasurers, the average is seven years. Annual bonuses for public company treasurers average $115,900, and for private company treasurers, the average annual bonus is $63,100. Most (88%) public company treasurers and half of the private company treasurers have a target bonus level. More than half (63%) of the public company treasurers and most (83%) private company treasurers do not receive additional cash-based long-term incentive awards. Adding salary, bonus and other cash incentives, the average total cash compensation for public company treasurers is $388,600; for private company treasurers, it is $300,300. Most (88%) public company treasurers receive a form of stock-based long-term incentive award. Of the types of share-based payment, stock options are the most popular. Half receive dividends or dividend equivalents on stock-based awards. The majority (83%) of private company treasurers do not receive a form of stock-based long-term incentive award. For those who do, stock options are the most popular. None of the private company treasurers receive dividends or dividend equivalents on stock-based awards. Many public and private company treasurers participate in a defined contribution plan with a company match. Many (88%) of the public company treasurers participate in a defined benefit plan, while very few (17%) private company treasurers do. The most popular perquisite is a cellphone, cellphone allowance or cellphone reimbursement (88% for public; 67% for private). Three-quarters of public company treasurers and half of the private company treasurers have not seen a reduction in their perquisites in the last year. Few (13%) public and only one-third of private companies are considering doing so in the next one to two years. When asked to estimate total compensation (including share-based awards, incentives and perks), public company treasurers reported with an average of $495,000; private company treasurers responded with an average of $303,500. The following table compares public and private company treasurer compensation. Treasurer, public and private company comparison Compensation all responses Public Private Number of responses 8 6 Median company revenue size $2.2 billion $990 million Annual salary $259,600 $233,500 Annual bonus $115,900 $63,100 Total cash compensation (salary, bonus, nonstock compensation) $388,600 $300,300 Total compensation $495,000 $303,500 Financial executive compensation survey 21

None of the treasurers (public or private company) receive an annual base salary of less than $151,000, and only one receives a base salary exceeding $376,000. The following table compares public and private company treasurers median salary ranges. The following table shows annual salary increase percentages for both public and private company treasurers. Treasurer, public and private company comparison Base salary all responses Annual base salary Public Private Less than $100,000 0 0 $100,000 $125,000 0 0 $126,000 $150,000 0 0 $151,000 $175,000 1 1 $176,000 $200,000 1 1 $201,000 $225,000 2 0 $226,000 $250,000 0 1 $251,000 $275,000 1 2 $276,000 $300,000 1 1 $301,000 $325,000 1 0 $326,000 $350,000 0 0 $351,000 $375,000 0 0 $376,000 $400,000 1 0 $401,000 $425,000 0 0 $426,000 $475,000 0 0 $476,000 $500,000 0 0 $501,000 or more 0 0 Grand total 8 6 Treasurer, public and private company comparison Percent increase in annual salary all responses Percent increase Public Private Did not receive an increase 1 2 1% 0 0 2% 1 0 3% 4 2 4% 1 2 5% 0 0 6% 0 0 7% 0 0 8% 1 0 9% 0 0 10% 0 0 More than 10% 0 0 Grand total 8 6 Half of the public company treasurers report having an employment contract, while all private company treasurers reported one. Around three-quarters of both public (63%) and private company (68%) treasurers contribute to their total health care costs. Sixty-three percent of public company treasurers reported completing master s degrees, while 83% of private company treasurers have completed master s degrees. 22 Financial executive compensation survey

Divisional/geographic/regional CFO, public and private company comparison Public company divisional CFOs reported an average base salary of $175,000 and an average salary increase of 3%. Private company divisional CFOs reported an average base salary of $192,300 and an average salary increase of 6%. Nine years is the average number of years public company divisional CFOs have held their current position, while for private company divisional CFOs, the average is six years. All public and private company divisional CFOs reported receiving a bonus. For public company divisional CFOs, the average annual bonus is $114,700, while for private company divisional CFOs, it is $44,400. Three-quarters of public company and many (56%) private company divisional CFOs have a target bonus level. However, more than half (63%) the public company divisional CFOs and more than three-quarters (78%) of the private company divisional CFOs do not receive additional cash-based long-term incentive awards. Including total salary, bonus and other long-term cash awards, the average total cash compensation for public company divisional CFOs is $292,500; for private company divisional CFOs, it is $245,100. Three-quarters of public and most (67%) of private company divisional CFOs do not receive a form of stockbased long-term incentive award. Of the types of share-based payment, the most popular for public companies is restricted stock/restricted stock options, while for private companies it was a target award based on a fixed number of shares or units. Only a small number of respondents (13% for public; 11 % for private) reported receiving dividends or dividend equivalents on stock-based awards. Most participate in a defined contribution plan with a company match. Half the public and just over two-thirds (37%) of private company divisional CFOs participate in a defined benefit plan. Very few divisional CFOs receive additional monthly retirement benefits. Three-quarters of public and two-thirds of private company divisional CFOs have a cellphone, cellphone allowance or cellphone reimbursement as a perquisite. While 29% of public and private companies are considering reducing perquisites in the next one to two years, 57% of public and 71% of private company divisional CFOs have not had their perquisites reduced in the past year. When asked to estimate total compensation (including share-based awards, incentives and perks), public company divisional CFOs responded with an average $350,600; private company divisional CFOs responded with an average of $251,400. In most cases, compensation is proportionate to the annual revenues of divisional CFOs employers. The following table compares compensation for public and private company divisional CFOs. Divisional/geographic/regional CFO, public and private company comparison Compensation all responses Public Private Number of responses 8 9 Median company revenue size $325 million $250 million Annual salary $175,000 $192,300 Annual bonus $114,700 $44,400 Total cash compensation (salary, bonus, nonstock compensation) $292,500 $245,100 Total compensation $350,600 $251,400 Financial executive compensation survey 23