The structure of awards to executives in the banking sector has become more complex in recent years as a result of regulatory reforms that seek to deliver greater alignment between the interests of shareholders, employees and the broader economy, in terms of financial stability. In particular, the complexity caused by deferring the payment of awards over multiple years, and providing more of those awards in shares, can cause confusion, but is ultimately good for stakeholders.
As that complexity has increased, Barclays has continually sought to clarify the position with respect to its executives’ remuneration. There has been considerable confusion over recent weeks about the level of remuneration awarded to Bob Diamond for 2011. This note is intended to provide a definitive guide to that.
Barclays CEO Bob Diamond received remuneration awards for 2011 worth £6.3m.
That total is made up of three elements:
- A cash salary of £1.35m.
This is the only part of his pay award that is not in some way directly tied to the future performance of the bank.
- An annual performance bonus of £2.7m.
This bonus was awarded all in shares – directly linking its value to the performance of the share price – and deferred over three years. The conditions attached to this bonus were subsequently amended, at Bob’s request, to prevent vesting of half that bonus unless the bank earns a return on equity greater than its cost of equity.
- A long-term incentive plan that will be paid based on performance for the period 2012-2014. This ultimate payment from this award (if any) will bear no relationship to the bank's performance in 2011. However, it is, by design, an incentive to deliver future performance. Specifically, this award will only create a payment in 2015 if specific, stretching performance objectives are met over the three year period of the award. The last four similar plans have vested at values between 17% and 70% of the maximum. The plan before this paid out nothing. The average of these five schemes paid 37%.
Finally, there has been commentary about Barclays payment of tax to offset double taxation created by Mr Diamond’s move from the US to the UK to take on the position of CEO last year. This is not remuneration.
As Marcus Agius, Barclays Chairman indicated at Barclays Annual General Meeting on 27 April, Mr Diamond’s remuneration last year had a value at award of £6.3m, a substantial sum, but one which the remuneration committee, and the whole Board, who approved it, felt reflected his contribution to the bank’s performance in 2011 and is directly tied to the future performance of the bank. Only his base salary of £1.35m is paid in cash; the remainder is all in deferred shares and long term awards and, accordingly, at risk to the future performance of the business and share price movements.
Further explanation of Barclays remuneration policies can be found in the AGM and speeches by the Chairman and Chair of the Remuneration Committee to the 2011 Annual Report