Executive pay, defined
25 terms from executive and director compensation, in plain English. Each one ends with a single real example — a live figure, cited to the page it came from.
Votes & Approvals
Disclosure Rules
- CEO Pay RatioCEO pay ratio · pay ratio · CEO to median employee pay ratio · pay ratio disclosureHow many times greater the chief executive’s total compensation is than the median employee’s total compensation.
- Median Employee Compensationmedian employee · median employee pay · median worker pay · median payThe total compensation of the employee at the middle of a company’s pay distribution.
- Compensation Actually Paid (CAP) vs. SCTcompensation actually paid · CAP · CAP vs SCT · pay versus performance · actually paid compensationA separate, SEC-mandated figure that adjusts equity values for stock price and vesting — distinct from the Summary Compensation Table’s grant-date total.
- Emerging Growth Company (EGC) Exemptionemerging growth company · EGC · EGC exemption · JOBS Act EGC · EGC statusA JOBS Act status for smaller recently public companies that removes several disclosure and voting requirements, including the say-on-pay vote.
Filing Basics
- Summary Compensation Table (SCT)SCT · summary compensation table · executive compensation table · proxy compensation tableThe mandatory proxy table reporting each named executive officer’s pay by column.
- Base Salarybase salary · base pay · annual salary · salaryThe fixed cash component of an executive’s pay, before bonus or equity.
- Non-Equity Incentive Plan Compensationnon-equity incentive plan compensation · non-equity incentive · annual cash incentive · annual bonus plan · performance bonusThe Summary Compensation Table column for cash earned under a pre-established performance plan.
- All Other Compensationall other compensation · perquisites · perks · other compensationThe Summary Compensation Table’s catch-all column for everything else.
- Named Executive Officer (NEO)NEO · named executive officer · named executive officers · executives named in the proxyAn officer whose individual pay a company must disclose by name in its proxy.
Governance
- Clawback Policyclawback · compensation clawback · clawback provision · recoupment policyA company’s policy for recovering incentive-based compensation already paid, most commonly triggered by an accounting restatement.
- Burn Rateequity burn rate · share burn rate · gross burn rate · net burn rateThe rate at which a company grants shares from its equity incentive plan relative to its shares outstanding.
- Compensation Peer Grouppeer group · compensation peers · benchmarking peer group · pay peer groupThe set of companies a board benchmarks its own executive pay against.
- Director Compensationboard compensation · board pay · non-employee director pay · director payThe pay a company’s non-employee board members receive for their board service.
Equity Awards
- Performance Stock Unit (PSU)PSU · performance stock units · what is a PSU · PSU meaningAn equity award that vests, and pays out, based on meeting performance goals.
- Restricted Stock Unit (RSU)RSU · restricted stock units · what is an RSU · RSU meaningAn equity award that vests based on continued employment over time.
- Grant Date Fair Valuegrant date fair value · grant date value · what is grant date fair valueThe accounting value assigned to an equity award on the day it is granted.
- Stock Optionstock options · employee stock option · stock option meaning · what is a stock optionThe right to buy company stock at a fixed price, for a limited period.
- Vestingvesting meaning · vesting schedule · what does vesting mean · cliff vesting · graded vestingThe point at which an equity award’s conditions are satisfied and it becomes the holder’s own.
Termination & CIC
- Change-in-Control Trigger (Single vs. Double)single trigger · double trigger · change in control trigger · CIC triggerWhether severance and accelerated vesting require a qualifying termination, or pay on the change in control alone.
- Golden Parachutegolden parachute · golden parachute payments · golden parachute compensation · parachute paymentSeverance and change-in-control benefits payable to an executive, and how any excise tax on them is handled.
- Severance Multipleseverance multiple · severance multiplier · multiple of salary · severance formulaThe number of times an executive’s pay is multiplied to set a severance payment.
- Non-Compete Periodnon-compete period · non-compete · non-compete agreement · restrictive covenantThe length of time an executive is restricted from working for a competitor after departure.
- Change-in-Control Equity Accelerationchange in control equity acceleration · equity acceleration · accelerated vesting · CIC accelerationWhether unvested equity awards vest early when a change in control occurs.
- Employment Agreementexecutive employment contract · employment contract · severance agreement · executive agreementThe contract, or CD&A-disclosed terms, governing an executive’s pay and severance.
Every company page carrying these terms is at intel.velarion.ai/comp.