HCM GROUP

HCM Group 

HCM Group 

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25 April 2025

How to Design an Executive Compensation & Benefits Package

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1. Introduction: Why Executive Compensation Strategy Matters

Executive compensation is not merely a salary discussion — it's a key instrument of organizational alignment, leadership motivation, talent attraction, and long-term value creation. Poorly designed packages can lead to misaligned incentives, executive churn, legal exposure, or reputational damage. A well-structured plan reflects your company’s mission, stage of growth, industry dynamics, shareholder expectations, and cultural values.

 

Key Objectives of Executive Compensation Strategy:

  • Attract and retain top-tier leadership talent
  • Motivate leaders to deliver sustainable performance
  • Align executive behavior with long-term company value
  • Ensure fairness, transparency, and internal equity
  • Navigate market competitiveness and governance expectations

 

2. Step-by-Step Compensation Design Framework

 

Step 1: Define Strategic Compensation Philosophy

Before you begin designing packages, articulate your company’s compensation philosophy.

 

Key Questions to Ask:

  • Do we want to lead, lag, or match the market?
  • What balance of fixed vs. variable pay aligns with our risk appetite?
  • What are our expectations for performance-based vs. guaranteed compensation?
  • Are we emphasizing retention, transformation, innovation, or turnaround?

 

Example Statement:

“Our philosophy is to offer base pay at market median with performance-based upside at the 75th percentile for high achievement, ensuring strong pay-for-performance alignment.”

 

Step 2: Conduct Market Benchmarking & Internal Equity Analysis

Use market data to inform the compensation range. Benchmark against companies that match your:

  • Industry
  • Company size (revenue, headcount)
  • Geography
  • Stage (startup, growth, public, turnaround)

 

Common Data Sources:

  • Willis Towers Watson, Mercer, Radford, Equilar, and proprietary salary surveys

 

Benchmark Components:

  • Base salary
  • Annual bonuses
  • Long-term incentives
  • Benefits and perquisites
  • Severance and change-in-control terms

 

Internal Equity Check: Ensure pay differences among executives are justifiable based on responsibility, impact, and market positioning.

 

Step 3: Design Each Component of the Executive Package

Now let’s go deeper into each element.

 

A. Base Salary (Fixed Pay)

Purpose: Provide income stability and recognize role complexity and experience.

 

Design Considerations:

  • Market positioning (50th or 75th percentile)
  • Internal relativity (e.g., CFO vs. COO)
  • Board-approved salary bands

 

Example: A VP-level executive at a growth-stage tech company might receive €200,000 in base salary, positioned at the 50th percentile relative to peer firms.

 

B. Short-Term Incentives (Annual Bonus)

Purpose: Drive annual performance aligned with business goals.

 

Design Options:

  • Target bonus as % of base salary (e.g., 40–100%)
  • Weighted scorecards: financial (e.g., EBITDA), operational (e.g., delivery KPIs), strategic goals (e.g., launch of a new business unit)
  • Leverage/multiplier model based on individual and company performance

 

Example:

70% weight on EBITDA targets, 30% on successful M&A integration. Payouts range from 0.5x to 2x target depending on results.

 

C. Long-Term Incentives (LTI)

Purpose: Align with long-term value creation, promote retention.

 

Types:

  • Stock Options (common in startups): Right to purchase shares at a fixed price.
  • Restricted Stock Units (RSUs): Granted shares that vest over time.
  • Performance Shares (PSUs): Tied to multi-year performance metrics.

 

Design Variables:

  • Vesting schedule (e.g., 3–5 years, with cliffs or graded vesting)
  • Performance periods (3-year CAGR, TSR vs. peers)
  • Dilution and cost limits

 

Example:

CEO receives 150,000 RSUs with 4-year vesting (25% per year), plus 50,000 PSUs tied to revenue growth and ROIC targets.

 

D. Executive Benefits

Benefits should reflect the executive’s lifestyle needs, relocation demands, and expectations for exclusivity.

 

Common Inclusions:

  • Health insurance (top-tier or private)
  • Pension contributions or deferred compensation plans
  • Life/disability insurance
  • Wellness programs or executive physicals
  • Travel allowances, concierge services

 

Example:

CXO relocating internationally is provided with private international medical coverage, school support for two children, and relocation allowance of €30,000.

 

E. Perquisites ("Perks")

Perks can signal exclusivity and status while supporting job performance.

 

Examples:

  • Company car or car allowance
  • Club memberships (e.g., executive fitness or golf)
  • Annual business class travel
  • Professional coaching or development budgets

 

Note: Carefully consider optics and governance limits for perks.

 

F. Severance & Change-in-Control Provisions

Purpose: Protect the executive in case of job loss or company acquisition.

 

Common Terms:

  • 6–24 months of salary & bonus as severance
  • Acceleration of unvested equity
  • Continuation of benefits during notice period
  • Garden leave or non-compete compensation

 

Best Practice: Define “Cause” and “Good Reason” termination clearly to reduce litigation risk.

 

G. Clawbacks & Malus Provisions

Purpose: Reinforce accountability by allowing the company to recover pay in cases of misconduct or restated results.

 

Governance Tip: Public companies increasingly implement clawback policies aligned with regulatory expectations (e.g., SOX, SEC, UK Corporate Governance Code).

 

Step 4: Align with Performance Metrics

Build a logical link between pay and strategic outcomes.

 

Common Metrics:

  • EBITDA, net income, free cash flow
  • TSR (Total Shareholder Return)
  • Customer NPS or retention
  • Market expansion
  • DEI targets or ESG goals

 

Balance Leading & Lagging Indicators. Ensure executives are rewarded for decisions that create long-term value, not just short-term results.

 

Step 5: Communicate Transparently

Compensation discussions can be politically sensitive — transparency and process discipline are key.

 

Communicate With:

  • The executive (in negotiation)
  • The board or remuneration committee
  • Investors or stakeholders (as appropriate)

 

Tip: Use summary dashboards, heatmaps, or total compensation statements to present the full picture.

 

Step 6: Governance & Review

Executive compensation should be reviewed regularly and governed by policy.

 

Governance Elements:

  • Compensation committee oversight
  • External benchmarking partners
  • Annual review and pay-for-performance assessments
  • Compliance with disclosure rules (e.g., proxy filings, ESG reporting)

 

3. Common Pitfalls to Avoid

  • Over-reliance on short-term bonuses
  • Unbalanced pay ratios between executives and broader workforce
  • Poorly defined performance metrics
  • Excessive perks or severance
  • Lack of board or shareholder alignment

 

4. Executive Compensation Package Example Summary (Sample)

 

Component

Detail

Base Salary

€350,000

Target Bonus

60% of base (€210,000), tied to revenue & profit targets

LTI Grant

100,000 RSUs over 4 years + 50,000 PSUs based on 3-year TSR

Benefits

Private health, pension match, life insurance

Perks

Executive coaching, relocation support, €20K housing allowance

Severance Clause

12 months’ salary + bonus, 1-year non-compete

Clawback Provision

Up to 3 years of bonus/equity in cases of financial misstatement

 

5. Conclusion: Balancing Strategy, Fairness & Motivation

An executive compensation package is not a transaction — it’s a long-term alignment tool. HR leaders and boards must approach design with nuance, rigor, and a deep understanding of market, strategy, and human motivation. The ultimate goal is to create value for both the leader and the enterprise they’re entrusted to grow.

 

 

kontakt@hcm-group.pl

883-373-766

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