4 ms·
There's so much irrational hatred here it makes me wonder if having a real conversation is a hopeless endeavor, but here's to hoping... 'Good' CEO's deserve ex
by smallgovt 9y ago
There's so much irrational hatred here it makes me wonder if having a real conversation is a hopeless endeavor, but here's to hoping...
'Good' CEO's deserve expensive exit packages EVEN if they fail.
The expected value of a company under the leadership of a 'good' CEO and an 'average' CEO is substantial.
In the absence of alternatives, the board of directors should be willing to compensate the good CEO up to the difference in these expected values. Let's call this difference EVdiff.
The final negotiated contract value depends on the alternatives 'good' CEO and company have available to them. Because there are so few 'good CEO candidates, the two parties often arrive at a fair, final contract value (CV) that is a large fraction of EVdiff.
Once the company and CEO have arrived at a contract value (CV), they must negotiate whether this compensation will be paid on a performance basis.
The company's rational preference is to make compensation 100% performance based because it will lead to better performance. I.e. 'Good' CEO only gets paid if they succeed, and the amount they get paid in those success outcomes is CV divided by risk
The 'good' CEO's rational preference is to get paid CV regardless of outcome because volatility is bad for the individual.
The parties end up negotiating a fair outcome that falls somewhere in between. Because EVdiff is so large in public companies, this usually means a hefty payment even in the failure scenarios. However, what's critical to understand is that this is FAIR as long as the expected value of the contract (as a whole) is equal to or less than CV.
Running a company is inherently risky. You can't judge the fairness of a CEO's exit package based on just the end result.
Whether an exit package is 'fair' requires an understanding of the TOTAL expected value of the CEO's negotiated contract, and whether that TOTAL expected value was less than the added value that CEO brought to the table compared to their best alternative.
Defined in that manner, was MM's exit package 'fair'? Nobody in the public has enough information to answer that. We need to know what her entire package looked like, what other candidates the CEO's were considering, what those candidates negotiated packages would have looked like, and how their performance would have differed. The last point (on performance) is the part that I am most skeptical of any public bystander being able to judge accurately. The vast majority of us (myself included) don't know what it takes to be a public CEO. Heck, I doubt most of us would even be able to accurately guess what their material day-to-day work looks like.