RELIANCE, INC.
For the period ended May 15, 2024. Filed Apr 3, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 15, 2024 · Filed Apr 3, 2024
Contents
Allocation of Compensation Components
| Element | | | Type | | | Description | |
|---|---|---|---|---|---|---|---|
| Retirement or Deferred Compensation Benefits | | | Supplemental Executive Retirement Plan (see page 45) | | | • The Supplemental Executive Retirement Plan (“SERP”) was frozen to new participants as of January 1, 2009. • Based on her long tenure with the Company, Mrs. Lewis is the only remaining active participant in the SERP. • The SERP benefit is set to 38% of the average of the participant’s highest five years total cash compensation during the final ten years of employment. • In comparing the SERP benefit to the retirement benefits offered to similar executives at companies in our executive compensation peer group, the Compensation Committee found that the benefits to Mrs. Lewis under the SERP are above the 75th percentile of retirement benefits at companies in our executive compensation peer group. | |
| | | | Deferred Compensation Plan (see page 45) | | | • The Reliance, Inc. Deferred Compensation Plan (the “Deferred Compensation Plan”) provides supplemental retirement benefits to certain key employees through discretionary Company contributions. • Messrs. Ajemyan, Koch, Durham and Smith received discretionary Company contributions under the Deferred Compensation Plan in 2023. • In comparing the discretionary Company contribution benefit under the Deferred Compensation Plan to the retirement benefits offered to similar executives at companies in our executive compensation peer group, the Compensation Committee found that the target values for Messrs. Ajemyan, Koch, Durham and Smith would be between the 25th and 50th percentiles. | |
| Other Benefits | | | Standard Benefits Widely Available to Employees | | | • Executive officers, including the NEOs, participate in the same benefit plans broadly available to all full-time Company employees, including health insurance and 401(k) plans. | |
| | | | Limited Perquisites (see page 45) | | | • No perquisites other than certain memberships for certain NEOs used primarily for business purposes. | |
Allocation of Compensation Components
Our executive officers are compensated with a balanced combination of the elements described above that vary by:
type of compensation (fixed, variable, service-based and performance-based);
with respect to performance-based compensation, length of the performance period (annual and long-term);
form of compensation (cash and equity); and
with respect to equity compensation, performance-based and service-based.
We believe this balanced allocation supports our compensation objectives, including alignment of our executives’ and our stockholders’ interests, the retention of our key executives, mitigation of excessive risk taking and appropriate emphasis of pay-for-performance. The Compensation Committee has designed the overall compensation program to ensure that the majority of our executives’ compensation is subject to the Company’s annual and long-term performance as well as stock price appreciation. Although a significant majority of our NEOs’ compensation is tied to Company performance, the Compensation Committee has no pre-determined mix or allocation among the various elements. The following chart illustrates the targeted allocation of the principal compensation components for our NEOs in 2023. The percentages reflect the NEOs’ 2023 salaries and target annual cash incentive compensation, as well as the grant date fair values of both service-based RSUs and the target number of performance-based RSUs granted in 2023.
| | investor.reliance.com | | | 2024 Proxy Statement / 39 | |
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