Seeing the topic of money return to the headlines might seem like a sign of return to pre-pandemic normalcy. In the last few weeks, business reporting has included the continued stratospheric pay of CEOs, an uptick in ransomware incidents, and the confirmation that rich people don’t pay an equal share of income taxes compared to the rest of us.
While the fascination with money is familiar, the behavior around money is changing, signaling a shift in cultural norms that often foreshadows updated ethics.
“CEO Pay Surged in a Year of Upheaval and Leadership Challenges,” read one April 2021 Wall Street Journal headline. Nothing new here. The article, however, reveals changing tides. It quotes a corporate pay consultant relating that more investors are voting against corporate pay practices. “I don’t think we’ve ever seen anything like this before in terms of the number of changes we’ve seen in incentive plans.”
This month’s annual WSJ ranking of CEO pay reported a surge in pay tied to stock for GE’s CEO Larry Culp, explaining how that could happen mid-pandemic:
“Most CEO compensation packages are predominantly restricted stock or stock options, as boards continue to emphasize pay structures intended to tie executive pay to the fortunes of shareholders generally. As a result, as stock prices rise, pay packages can swell beyond reported figures: General Electric Co. CEO Larry Culp received equity grants in 2020 originally valued at about $57 million that rose to $100 million by year’s end.
GE said Mr. Culp won’t receive any of his August stock grant until 2024, and then only if performance targets are met. The first of those targets was met in December and a second one was reached in May.”
My point is not about this CEO, but rather about this explanation. Mr. Culp’s equity grants ballooned in value only because he met certain targets. If he had not met what we can infer were “stretch” goals, he would not have received equity valued at $100 million in the year we suffered a global pandemic. He would have only earned $57 million. Fifty. Seven. Million. At least, GE explained, Culp has to wait four years before collecting his $100 million. This one’s on the company’s compensation committee. We’ll come back to committees shortly.
If you are not asking yourself, “what does one person do in a year that is valued at $57 million?” you are not asking the right question. That is the question history is going to be asking.
History will want to know about those multiples of C-suite pay over the frontline employee’s that corporate finance types have been moaning about since the passage of Dodd Frank.
Just as our children are going to tell their children stories about us that begin, “they used to eat meat back in those days,” so too will they be talking about the outrageous sums of money paid to people who dared to call themselves leaders.
Anyone who has never been eligible to earn $57 million in a single year knows this: CEOs paid $57 million a year are not leaders. No one follows someone that is that far out ahead, even with an inspiring mission statement and the most finely tuned KPIs. The yawning gap between executive and frontline pay means that employees now do pretty much whatever they feel like doing, rationalizing those choices by pointing to outlandish executive pay. There is no team. That is a problem since there are no leaders without followers. And “no leaders” is what we’ve got in 2021.
No leaders have prepared effectively for cybersecurity breaches taking down entire regions of the country, (see Colonial Pipeline), or food supply chains, (JBS). No leaders have directed adequate funding to the IRS for auditing and collecting taxes. There have certainly been no leaders figuring out if the federal tax code treats equally each person’s right to liberty and the pursuit of happiness. No leaders can figure out how to protect us from ransomware attacks.
People follow people who are selfless, people who put “the team’s” interests first. We follow people who share. CEOs profess to have gotten the memo that we share things like climate change and global pandemics by embracing stakeholder capitalism and ESG targets. Change, however, begins at home, or more specifically, with an individual.
It’s been five years since we started talking and writing about the Yates memo, a DOJ policy update putting more onus on personal responsibility in corporate settings. Since its publication, the lack of individual accountability, masked by collective decision-making in board committees (see Wells Fargo), or corporate self-regulation (see Boeing) persists. If collective decision making resulted in more positive outcomes for the collective, common good, I might be less interested in seeing some updated approaches used in corporate boardrooms to generate genuinely new thinking.
Let’s hope Attorney General Merrick Garland uses the Yates memo as a stick to accompany ESG carrots. If corporate CEOs want to be the leaders of stakeholder capitalism, they have to learn to share, and they have to be where the buck does indeed stop.