CEO Michael Hayford, who runs a business that relies heavily on in-person transactions at banks, retailers, restaurants and big venues, appeared to be on a path to make sharply less than the nearly $13 million he got the year before. He even volunteered to forgo his $1 million base salary for most of 2020.
Then members of the compensation committee of NCR’s board of directors stepped in.
Citing the extraordinary nature of the pandemic and a priority on “talent motivation and retention, including for current leadership who are critical to our strategic business transformation,” they moved the goal posts on top pay-for-performance packages, creating a new option for payouts.
The result: Hayford logged a 122% increase in his pay compared with 2019. The $28.3 million in total compensation last year was millions higher than that of any other CEO at Fortune 500 companies based in Georgia, according to leadership data firm Equilar, which helped analyze data for The Atlanta Journal-Constitution.
NCR shareholders didn’t like it. In an advisory say-on-pay vote in April, 84% of the shareholder votes cast were against the compensation awards, although the vote didn’t change Hayford’s package. Such votes are usually cake walks at most companies, with 97% winning passage so far this year, according to Semler Brossy, a compensation consulting firm.
Delta Air Lines CEO Ed Bastian didn’t appear to get any late tweaks to his pay package, though airlines were among the nation’s most-battered businesses.
His reported pay dropped 24% compared to 2019 and he, too, skipped his salary for most of the year. Still, he made $13.1 million in 2020, when the airline lost a record $12.4 billion, most ground-based and merit employees’ work hours were reduced by 25% and thousands of Delta workers went on unpaid leave.
Overall, pay rose last year for eight of the 15 CEOs at Georgia Fortune 500 companies who held their jobs for all of 2020 and the year before. Ten of the companies saw declines in revenue, profits or year-over-year price of their stock.
Among the 18 Fortune 500 companies headquartered in Georgia, at least six appeared to make midstream changes as a result of the pandemic, potentially boosting payouts or limiting pay declines for senior executives. They include Coca-Cola Co., UPS, Mohawk Industries, Newell Brands, Global Payments and NCR.
“If a company’s downturn is a result of bad decision making by an executive, then the executive should be responsible” through pay, said Charles Elson, a professor and former director of the University of Delaware’s Weinberg Center for Corporate Governance.
The pandemic represented something different. Executives faced forces “utterly beyond their control,” he said. “It is basically like they were running a business during a war.”
But big public companies, and therefore CEOs’ pay, also often benefit from big positive changes outside their direct control — a booming economy, a surging overall stock market, changes in tax law, shifts in international trade agreements — that boost company results and share prices.
Corporate boards are less likely to limit CEOs from getting sharp pay increases from unexpected good situations that they didn’t create, said David Larcker, a professor and director of the Corporate Governance Research Initiative at Stanford Graduate School of Business. In those cases, CEOs “make more money than maybe what they should have.”
“Is it going to be win on bad ones and win on good ones?” he asked. “I think this is something that boards should think about.”
Some boards did not shift their pay packages. Others curbed CEO salaries, but executives also saw the bulk of their compensation rise in part as year-over-year stock prices more than rebounded for many companies last year, including just over half of the Georgia Fortune 500.
When they did modify pay packages midyear, some corporate boards highlighted worry that executives might leave if their pay fell precipitously. Said Larcker, “During a pandemic, the last thing you want to do is start looking around for a new CEO. You’ve got enough on your plate.”
Some U.S. companies cut back on workers, even as they propped up CEO pay.
“In the middle of a national crisis, many corporate boards rigged their own compensation rules to ensure that CEOs would continue to pocket massive paychecks,” said Sarah Anderson, who directs the Global Economy Project at the Institute for Policy Studies, a left-leaning think tank that operates the website Inequality.org.
“This reflects the notion that the executive in the corner office is worth hundreds — if not thousands — of times more than their workers,” she wrote in an email to the AJC.
How CEO pay changed at some of Georgia’s biggest public companies:
Company CEO 2020 pay; Pay % change from 2019
Aflac Dan Amos $22.6 million; +60%
AGCO Martin Richenhagen* $13.9 million; -9%
Asbury Automotive Group David Hult $6.5 million; +18%
Coca-Cola Co. James Quincey $18.4 million; -2%
Delta Air Lines Ed Bastian $13.1 million; -24%
Genuine Parts Paul Donahue $8.5 million; +4%
Global Payments Jeffrey Sloan $15.5 million; -24%
Graphic Packaging Michael Doss $8.0 million; -13%
Home Depot Craig Menear $14.0 million; +29%
Intercontinental Exchange Jeffrey Sprecher $14.5 million; +1%
Mohawk Industries Jeffrey Lorberbaum $3.6 million; +16%
NCR Michael Hayford $28.3 million; +122%
Newell Brands Ravi Saligram^ $9.8 million; +30%
PulteGroup Ryan Marshall $13.2 million; +43%
Southern Co. Tom Fanning $22.4 million; -20%
UPS David Abney*^ $3.8 million; -79%
Veritiv Mary Laschinger*^ $3.5 million; -51%
WestRock Steven Voorhees* $11.1 million; -5%
Pay is based on total compensation listed in company proxy statements
*No longer CEO
^Not CEO for the entire reporting period
Source: Equilar and AJC research based on company proxy statements