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Pay vs. Performance


Learn how clear relationships between executive pay and performance can be presented.

The SEC's shocking new pay vs. performance rule finalized on August 25, 2022, represents a major new technical challenge for companies working to complete their 2023 proxy filing. The rule requires companies to disclose interim fair values of outstanding unvested and in-period vesting awards, track year-over-year fair value changes, calculate peer group TSRs for multiple years, and specify a measure of company performance to disclose alongside the company's TSR and net income. Join us as we explore the components of the new rule and demystify the SEC's definition of Compensation Actually Paid, a new measure that requires extensive calculations to develop. We'll also review valuation issues that arise in the pay vs. performance setting, discuss how clear relationships between executive pay and performance can be presented, and look at some of the key risks surrounding the implementation of the rule this year.



Nathan O'Connor

Equity Methods

  • Managing director at Equity Methods, a global consultancy in Scottsdale that helps more than 800 public and private companies, including more than 35 of the Fortune 100, model, value, and account for equity compensation and other complex securities
  • More than 16 years of experience in working with equity compensation instruments
  • Previously served as the national valuation practice leader at Equity Methods, where he oversaw all client delivery, operations, and R&D in support of more than 400 public and private clients, in addition to directly serving the compensation consultants and senior executives of several Fortune 50 companies
  • Certified SAS Base Programmer who has taught core finance topics in the University of Arizona‚Äôs MBA program and internal derivatives workshops at Equity Methods
  • Shares best practices at industry events throughout the country and through publishing technical articles
  • Appeared in the NASPP Advisor, has been published in WorkSpan magazine, and quoted by Bloomberg, Employee Benefit News, AZBusiness, and C-Suite magazines
  • Serves on the Board of the Arizona Chapter of Financial Executives International, the Advisory Board of the Certified Equity Professional Institute at Santa Clara University, and previously on the Board of the Las Vegas NASPP and the Phoenix Chapter of the NASPP
  • M.B.A. degree in derivative securities, Quinlan School of Business at Loyola University Chicago; M.S. degree in finance (Ph.D. ABD), Eller College of Management at the University of Arizona; B.A. degree in international relations, Purdue University

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