Executive remuneration in FTSE 100, 250 and SmallCap companies - April 2021 - market update

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Executive remuneration in FTSE 100, 250 and SmallCap companies - April 2021 - market update
Executive remuneration in FTSE 100, 250 and SmallCap companies
April 2021 – market update
Executive remuneration in FTSE 100, 250 and SmallCap companies - April 2021 - market update
Overview and key themes
                                                                                                        Stephen Cahill, Head of UK Executive
Ahead of the 2021 AGM season, the majority of December year end companies have published their annual report, setting out details of 2020 pay
                                                                                                            Compensation Consulting Practice
outcomes and decisions for the coming year. While not a ‘policy year’, around one-third of companies are putting new remuneration policies to a
binding shareholder vote, as remuneration committees take a fresh look at how executive reward aligns with the business strategy going forward.

In the context of COVID-19, investors and proxy agencies have issued a clear expectation that executive pay outcomes should reflect the wider
                                                                                                                                                       Stephen Cahill, Vice Chairman
stakeholder experience, in particular where government support has been used and where a company’s workforce has been negatively impacted.
This report summarises pay outcomes and decisions across the FTSE 100, 250 and SmallCap, with some key themes set out below.                           Head of UK Executive
                                                                                                                                                       Compensation Consulting Practice

      More challenging 2021 AGM season?                                                                   Reduced pay out-turns – alignment with wider stakeholder
                                                                                                          experience
      Early signs are that the 2021 AGM season could be more challenging for
      FTSE 100 companies, following two quieter years in 2020 and 2019.                                   Annual bonus outcomes significantly reduced, with increased use of
                                                                                                          negative discretion and waiver or cancellation of plans. Very limited
      Around 20% of ISS recommendations issued to date have been ‘against’                                examples of bonuses paid where the UK Coronavirus Job Retention
      FTSE 100 directors’ remuneration reports (DRRs).                                                    Scheme (‘furlough’) has been used and not repaid.

       Examples of
       Alternative   new incentive
                   incentive        plan models
                             structures                                                                           Majority operating salary freeze for FY21

       Examples of more bespoke incentive plans being introduced –                                                Over 55% of companies implementing FY21 salary freeze for
       e.g. linked to specific COVID-19 recovery strategy or longer-                                              executive directors. Early indication that salary increases
       term time horizons.                                                                                        above the workforce rate will be an area of proxy focus in the
                                                                                                                  2021 AGM season.

      Increase in restricted share plans                                                               Continued focusand
                                                                                                        Focus on ESG   on ESG and climate metrics
                                                                                                                          climate
       15 new restricted share plans across the FTSE 100, 250 and SmallCap.                             Over 60% of FTSE 350 companies now incorporate ESG metrics under
       Mixed reaction from proxy agencies to date, with focus on strategic                              their annual bonus plan. Increased focus on climate-related metrics
       rationale and performance underpins.                                                             linked to net zero ambitions and scope 1 and 2 carbon emissions.

Sample information
Analysis contained within this report is based on 56 FTSE 100, 106 FTSE 250 and 51 FTSE SmallCap companies with financial years ending between 1 September and 31 December 2020.          2
Based on 56 FTSE 100 September
FTSE 100 – market snapshot                                                                                                                                                                    to December year ends

                              Stakeholder context                 Salary increases (CEO)                                  Performance share plan vesting (% of maximum)                     Long-term incentive awards
                              % of sample                         25%
                                                                                                                                                                                                    (FY20/21)
                                                                                                                           100%

                       c.25%     Use of furlough                  20%                                                       80%                                                                        Granting normal LTI
                                                                                                                                       Median c.45%                                         c. 95%
                                                                                                                                                                                                       value award
                                 Use of furlough –                15%                                                       60%        of maximum
                       c.10%
                                 not repaid
                                                                  10%      c.55% no increase                                40%                                                             c.20%      Delay target setting
                       c.15%     No final dividend
                                                                   5%                                                       20%
                                 Workforce                                                                                                                  3 companies – upward                       Lower/wider
                       c.15%                                       0%                                                         0%                            discretion/adjustments
                                                                                                                                                                                            c. 25%
                                 redundancies                                                                                                                                                          performance ranges

  Annual bonus out-turns (CEO % of maximum)                                                                    c.35% of companies using downward                 New remuneration policies (15 companies)
                                                                                                                  discretion/waiver/cancellation.
                                                                                                           3 companies – upward discretion/adjustments
              100%
                                                                             Median CEO bonus 39% of
                       80%                                                          maximum                                                                                          Decrease
% of maximum

                                                                                                                                                                                     incentive
                       60%                                                                                                                                                           maximum        Restricted share
                                                                                                                                                                                       13%                plan
                                     Over one-third paying zero
                       40%                                                                                                                                                                                20%
                                             bonuses                                                                                                                    New incentive
                                                                                                                                                                         plan/other
                       20%
                                                                                                                                                                            14%

                       0%
                               F F     F             F F F                                     F                          F = furlough, not repaid                                               Increase incentive
                                                                                                                                                                               Minimal /
                                                                                                                                                                                                     maximum
                                                                                                                                                                          governance changes
                                                                                                                                                                                                        33%
                                                                                                                                                                                 20%
  Pension alignment                                                                                ESG and incentive plans
    Approach where not previously committed to reduce incumbent pensions                           % of FTSE 100 using ESG metrics
                                                             Nearly all will be aligned with
                        30%                                                                        Annual bonus
 Pension % of salary

                                                             workforce rate by end of 2022.                                                     60%

                        20%
                                                                                                              LTIP          24%
                        10%
                                                                                                   Increase in use of climate metrics such as Scope 1 and                                                                     3
                         0%                                                                        2 emissions reduction.
Based on 106 FTSE 250
FTSE 250 – market snapshot                                                                                                                                                        September to December year ends

                              Stakeholder context                 Salary increases (CEO)                                Performance share plan vesting (% of maximum)               Long-term incentive awards
                              % of sample                                                                               100%                                                                (FY20/21)
                                                                  25%
                       c.40%        Use of furlough                                                                      80%                                                                 Granting normal LTI
                                                                  20%                                                               Median c.25%                                    c. 95%
                                                                                                                                                                                             value award
                                    Use of furlough –                                                                    60%        of maximum
                       c.20%                                      15%
                                    not repaid
                                                                  10%    c.55% no increase                               40%                                                        c.20%    Delay target setting
                       c.35%        No final dividend
                                                                  5%                                                     20%
                                    Workforce                                                                                                              2 companies –                     Lower/wider
                       c.30%                                                                                                                             downward discretion        c. 20%
                                    redundancies                  0%                                                                                                                         performance ranges
                                                                                                                          0%

  Annual bonus out-turns (CEO % of maximum)                                                                     c.40% of companies using downward          New remuneration policies (40 companies)
                                                                                                                   discretion/waiver/cancellation.
                                                                                                                  2 companies – upward discretion
                                                                                                                                                         New plan (e.g. VCP,                 Decrease incentive
                       100%
                                                                             Median CEO bonus 24% of                                                      single incentive                       maximum
                       80%                                                          maximum                                                                    plan)                                5%
% of maximum

                                                                                                                                                                 8%
                       60%
                                                                                                                                                                                              Restricted share
                       40%            c.40% paying zero bonuses
                                                                                                                                                                                                    plan
                                                                                                                                                                                                    25%
                       20%

                        0%
                              FFF     F    F F     F FF F   FFF F F      F     F F               F                                                                  Minimal / governance
                                                                                                                        F = furlough, not repaid
                                                                                                                                                                         changes             Increase incentive
                                                                                                                                                                            40%                opportunities
                                                                                                                                                                                                    22%
  Pension alignment                                                                             ESG and incentive plans
    Approach where not previously committed to reduce incumbent pensions                        % of FTSE 250 using ESG metrics
      30%
                                              Nearly all will be aligned with
 Pension % of salary

                                             workforce rate by end of 2022.                     Annual bonus                             57%
      20%

                                                                                                         LTIP     15%
                       10%
                                                                                                Increase in use of climate metrics such as Scope 1 and                                                              4
                       0%                                                                       2 emissions reduction.
Based on 51 FTSE SmallCap
FTSE SmallCap – market snapshot                                                                                                                                                   September to December year ends

                             Stakeholder context                Salary increases (CEO)                                        Performance share plan vesting (% of maximum)           Long-term incentive awards
                             % of sample                                                                                                                                                      (FY20/21)
                                                                25%                                                           100%
                       c.75%    Use of furlough                                                                                                                                                 Granting normal LTI
                                                                20%                                                            80%        Median 0% of                                c. 95%
                                                                                                                                                                                                value award
                                Use of furlough –                                                                              60%         maximum
                       c.50%                                    15%
                                not repaid
                                                                10%     c.70% no increase                                      40%                                                    c.35%     Delay target setting
                       c.60%    No final dividend
                                                                                                                               20%
                                                                 5%                                                                                             1 company –
                                Workforce                                                                                                                                             c. 10%    Lower/wider
                       c.35%                                                                                                    0%                                 upward
                                redundancies                     0%                                                                                              discretion
                                                                                                                                                                                                performance ranges

  Annual bonus out-turns (CEO % of maximum)                                                                        c.60% of companies using downward
                                                                                                                                                            New remuneration policies (19 companies)
                                                                                                                      discretion/waiver/cancellation.
                   100%
                                                                             Median CEO bonus 0% of
                       80%                                                         maximum
% of maximum

                                                                                                                                                                              Decrease
                       60%
                                                                                                                                                                              incentive
                       40%               c.60% paying zero                                                                                                                    maximum     Restricted share
                                             bonuses                                                                                                                            13%             plan
                       20%                                                                                                                                                                      20%

                       0%
                             F F F F F        F F F F F      F F F F F F F         F      F   F F F     F               F F           F
                                                                                                                              F = furlough, not repaid                    Minimal /
                                                                                                                                                                                               Increase incentive
                                                                                                                                                                         governance
                                                                                                                                                                                                 opportunities
                                                                                                                                                                          changes
                                                                                                                                                                                                      27%
                                                                                                                                                                            40%
  Pension alignment                                                                               ESG and incentive plans
    Approach where not previously committed to reduce incumbent pensions                          % of FTSE SmallCap using ESG metrics
                                                    c.75% committing to align incumbent
 Pension % of salary

                                                         pensions to workforce rate
                       20%                                                                        Annual bonus                                  28%

                       10%
                                                                                                            LTIP        7%
                                                                                                                                                                                                                       5
                        0%
Contacts

           Mitul Shah
           020 7007 2368
           mitulshah@deloitte.co.uk

                                      Alison Barton (Insights)
                                      020 7007 4285
                                      alibarton@deloitte.co.uk

                                                                 6
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