Where to Find Executive Compensation for Public Companies
Discover how to access and understand executive compensation details for public companies, ensuring transparency in corporate pay.
Discover how to access and understand executive compensation details for public companies, ensuring transparency in corporate pay.
Public companies routinely disclose executive compensation, making this information accessible to the public. This transparency arises from regulatory requirements and the need to provide shareholders with insight into how a company compensates its leadership. Understanding where to locate and how to interpret these disclosures is important for investors and the general public seeking to analyze corporate governance and executive pay practices.
The U.S. Securities and Exchange Commission (SEC) mandates that public companies provide detailed disclosures regarding executive compensation. These rules are found in Item 402 of Regulation S-K. Companies must clearly present how their top executives are compensated, allowing shareholders to evaluate the alignment between executive pay and company performance.
The most comprehensive source for executive compensation details is the Proxy Statement, officially known as Form DEF 14A. This document is filed annually before a company’s shareholder meeting. Within the Proxy Statement, several tables provide specific compensation data for the Named Executive Officers (NEOs), who include the Chief Executive Officer, Chief Financial Officer, and the three other most highly compensated executive officers.
Key tables within the Proxy Statement include:
Summary Compensation Table: Provides a three-year history of compensation for NEOs, covering salary, bonus, stock awards, and other elements.
Grants of Plan-Based Awards: Details equity and non-equity incentive awards granted during the last fiscal year.
Outstanding Equity Awards at Fiscal Year-End: Shows unexercised options and unvested stock awards.
Option Exercises and Stock Vested: Reports on equity awards that were exercised or vested during the year.
Pension Benefits and Nonqualified Deferred Compensation: Outline retirement plans and deferred earnings arrangements.
The Annual Report on Form 10-K also contains executive compensation information, typically incorporating by reference the detailed disclosures found in the Proxy Statement.
Accessing SEC filings is a straightforward process through the SEC’s EDGAR database. EDGAR serves as the primary repository for documents public companies are required to file with the Commission. The system is free to use and available to anyone with an internet connection.
Navigate to the SEC’s official website and locate the EDGAR database. On the EDGAR search page, you can search for a specific company by entering its name or ticker symbol. The system will then display a list of filings associated with that company.
You can filter the results to pinpoint the desired documents. To find executive compensation information, look for “DEF 14A” for Proxy Statements and “10-K” for Annual Reports. Once you have identified the relevant filing, clicking on it will open the document. Using the document’s table of contents or search function within the browser can help quickly locate the specific compensation sections and tables.
The compensation figures presented in SEC filings are broken down into several components, each representing a form of remuneration. Understanding these elements provides a complete picture of an executive’s total earnings.
Salary represents the fixed cash compensation paid to an executive for services rendered during the fiscal year. This is a predetermined amount that does not fluctuate based on performance. Bonuses, in contrast, are performance-based cash payments awarded for achieving specific individual, departmental, or company-wide goals.
Stock awards, such as Restricted Stock Units (RSUs) or performance shares, represent actual shares of the company’s stock granted to executives. These often vest over time or upon achieving performance targets. Option awards provide executives the right to purchase a specified number of company shares at a predetermined exercise price within a certain timeframe. The value of these options depends on the company’s stock performance.
Non-equity incentive plan compensation includes cash or other awards earned under incentive plans tied to performance metrics other than the company’s stock price. The change in pension value and nonqualified deferred compensation earnings captures increases in the actuarial value of an executive’s pension plan and earnings on deferred compensation. “All Other Compensation” is a catch-all category that includes perquisites, benefits, and other forms of compensation, such as company contributions to retirement plans, life insurance premiums, and personal use of company assets.
While SEC filings are the primary source for executive compensation, other publicly available resources can offer complementary information or provide a convenient starting point. These sources often summarize or aggregate data, though they lack the granular detail found in the original regulatory documents.
Many public companies maintain investor relations sections on their corporate websites. These pages frequently provide direct links to their SEC filings, including Proxy Statements and Annual Reports. This can sometimes be an easier way to access specific company documents than navigating the broader EDGAR database.
Major financial news outlets and business publications regularly report on executive compensation trends and specific high-profile pay packages. Publications such as The Wall Street Journal, Bloomberg, Forbes, and Reuters often analyze and summarize executive pay data, providing insights and comparisons. These reports offer a high-level overview and commentary, but they do not include the extensive tabular data available in SEC filings. Some financial data aggregators also offer free tiers that pull information directly from SEC filings, presenting it in more user-friendly formats. While these platforms can be useful for quick searches and comparisons, their free offerings may have limitations on the depth or historical scope of data available.