It's a well-established tip when negotiating pay: If companies won't give you
the cash you want, ask for the pot to be sweetened with noncash benefits
instead. But in these sensitive times, businesses are taking a new hard line
about the noncash items they offer executives.
Spurred on by everything from the governance requirements of the
Sarbanes-Oxley Act to the public outrage that followed the disclosure of retired
General Electric Co. Chairman Jack Welch's hefty post-retirement benefits
package, employers are reviewing the perquisites they offer executives. They're
axing those that can't be easily justified or asking their executives to pay for
their own personal expenses.
Compensation policies -- ranging from noncash items such as retirement plans
to performance-related incentive plans -- are being streamlined and restructured
to make them simpler and easier to understand. "Ever since [former New York
Stock Exchange Chairman Richard] Grasso's pay package was disclosed, my clients
have been asking me specifically to look to see if they have anything in their
compensation and benefits system that would embarrass them if it was disclosed,"
says Dan Ryterband, managing director of Frederic W. Cook & Co., a New
York-based compensation-consulting firm.
Hot-Button Issues
Potentially embarrassing perquisites still exist. One executive recruiter
recalls an executive whose Arabian horse was relocated -- at company expense --
each time the executive was transferred from one branch office to another,
across three continents. So it isn't surprising that few companies will talk on
the record. But interviews with executive-compensation consultants and executive
recruiters provide some insight into the belt-tightening and image-polishing.
These days, more traditional perks, such as a company's ownership of a
corporate jet or executive use of the jet for personal travel, are hot-button
issues. This is particularly the case since under current tax rules, the amount
of extra income an executive is required to declare in exchange for this
personal use typically is far less than the actual cost of the flights.
"There is more of an interest in taking away some of the perks like that,
when it's possible, and then replacing them with some kind of allowance that
will attract less scrutiny," Mr. Ryterband says. That's also true of
country-club or golf-club memberships, which some executives may use extensively
to entertain clients while others use them only for personal enjoyment. On
balance, he says, corporate directors who sit on board compensation committees
are increasingly interested in replacing a potentially embarrassing or
questionable benefit with a cash allowance or a salary increase and leaving
executives to shoulder the financial burden of personal transportation and
entertainment.
Still, the most frequently offered perk in 2003 was use of the corporate
plane or helicopter, with half of companies providing the privilege, according
to a survey by Clark Consulting Inc., a Barrington, Ill.-based
benefits-consulting firm. The poll included 227 executives at 220 Fortune
1000-member companies. In it, 47% said a company car is routinely provided to
senior executives, with 19% of respondents providing a driver or chauffeur as
well. In contrast, only 11% of respondents offered country-club memberships.
Yet over time those classic perks will be phased out, predicts Brad McLane,
co-head of the marketing-recruiting practice at executive-recruiting firm
Russell Reynolds. "A growing number of companies don't want to flag these
things, or have liability for them either fiscally or in governance terms, and
executives don't want to look greedy by demanding them," Mr. McLane says.
"Instead, you see an emphasis on cleaner, simpler benefits packages."
In fact, Mr. McLane says, companies are leaning toward intangible benefits
that don't cost them anything monetarily. This is fine with some candidates, who
want assurances that their future employers will allow them to telecommute from
home periodically or allow them to spend time with families on holidays, a
child's sports event, and other important occasions.
Financial-Planning Assistance
Another relatively low cost but meaningful benefit: financial-planning aid,
now offered to 92% of presidents and CEOs, 90% of executive vice-presidents, and
56% of vice presidents, according to Clark Consulting. "This has become
increasingly important to executives as demands on their time have increased,
and it's a high-value, low-cost benefit for the company," Mr. McLane explains.
"Candidates are more willing to assert themselves on this front, and these
emotional considerations are nowadays more able to derail an agreement" than
whether or not the executive gets a company car.
To Tom Wamberg, chairman and chief executive of Clark Consulting, offering
financial assistance is a low-cost way to make a high impact, since shareholders
view it in a good light.
"At a cost of maybe $15,000 to $20,000, your executives get help with their
investments, their tax planning and so on," says Mr. Wamberg. That's the kind of
benefit shareholders like to see reported on proxy statements, particularly
since it helps the executive stay focused on business responsibilities, not on
completing a complex tax return. Other items in this growing low-cost,
high-impact category include long-term-care insurance to help executives cover
nursing-home or home-care expenses in retirement.
More firms also are offering nonqualified retirement plans, which provide
benefits in excess of the 401(k) retirement-plan contribution limits. And some
highly paid executives may be allowed to defer part of their salary and bonus or
invest after-tax dollars in supplemental retirement plans.
Options or Grants?
While perks tend to grab headlines, companies also are making sweeping
changes to bonus, stock-option and other performance-incentive plans. Last year,
for instance, Microsoft Corp. opted to do away with stock options in favor of
restricted-stock grants, whereby the executives can own the stock after a
certain number of years. This has prompted other companies to consider using the
same strategy -- or seek new ways to tweak existing options packages.
International Business Machines Corp. is among them. In February, it announced
that traditional options grants will be replaced with so-called premium-priced
options that can't be used to buy stock until the stock price has climbed at
least 10% from when the options were issued. Compensation consultants expect
others to follow IBM's lead.
It isn't surprising that employers are seeking alternatives to stock options.
Given the stock market's woes in the past three years, share prices at many
companies have been lower than option strike prices, thus making the options
worthless, causing discontent in the executive ranks. Then, under new accounting
rules taking effect next year, companies will be required to charge the price of
traditionally structured options on their books as an expense, making options
seem much more costly than they once were.
"Executives aren't quite as keen about getting as much of their package in
options," says Mel Todd, president of the Todd Organization, an
executive-benefits-consulting firm. Offering restricted-stock grants is one
solution. But Mr. Todd and others expect these plans to be adjusted over the
coming years to reflect individual and company performance such as growth and
profitability. Another increasingly popular alternative:
stock-appreciation-rights (SARs) plans that pay the executive, either in stock
or cash, the appreciation in the value of the stock between the time of the
grant and an expiration date. With SARs, companies don't have to issue new stock
grants, which leads to less dilution, and executives make fewer insider sales.
"There is a wholesale re-examination of options and other
deferred-compensation plans, with people trying to figure out the purpose of
these plans and tailor them more precisely," says James Fox, chairman of Fox
Lawson & Associates, a compensation-consulting firm. "There's a great push to be
transparent and democratic in whatever you do."