BREAD FINANCIAL HOLDINGS INC
For the period ended May 14, 2024. Filed Apr 3, 2024.
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May 14, 2024 · Filed Apr 3, 2024
Contents
Compensation Programs
Overview of 2023 NEO Compensation Program Elements
The following is an overview of the 2023 compensation program elements for our NEOs. We use each component of compensation to satisfy one or more of our compensation objectives. The CHCC places a significant portion of the overall target compensation for our executive officers “at risk,” without encouraging excessive or unnecessary risk-taking.
| Form of Payment | Performance Period | Performance Criteria | Objectives | For More Information | |||||||
| Base Salary | Cash; Fixed | Ongoing | Alignment of salary with performance is evaluated on an annual basis | • Compensates for day-to-day performance • Attracts, retains and rewards NEOs with competitive fixed pay • Reflects experience and job scope | Page 64 | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Annual Incentive Compensation (AIC) | Cash; Performance-Based | One Year | Results of metrics on balanced scorecard, adjusted upwards or downwards by strategic modifiers | • Incentivizes performance on a range of financial and non-financial metrics in the following categories: Stockholder, Associate and Customer • Rewards successful execution of key annual strategic goals | Page 64 | ||||||
| Long-Term Equity Incentive Compensation (LTIC) | 60% PBRSUs | Three-Year Cliff Vesting | ROE | • Aligns incentives with stockholder interests and long-term financial objectives • Focuses our executives on delivering exceptional performance | Page 72 | ||||||
| 40% TBRSUs | Vests Ratably Over Three-Year Period | Time-based, subject to continued employment | • Increases retention • Promotes direct alignment with stockholder interests • Rewards creation of long-term value | Page 72 | |||||||
| Bread Financial | 2024 Proxy Statement | 63 |
Base Salary
While a meaningful portion of our NEOs’ compensation is contingent upon meeting specified performance targets, we pay our NEOs a competitive base salary as fixed compensation for their time, efforts and commitments throughout the year. To aid in attracting and retaining qualified executive officers, the CHCC seeks to keep base salary competitive by considering, among other factors, the nature and responsibility of the position; experience of the individual; market data; internal pay equity; and the other factors set forth under “Compensation Determination Process” below. The CHCC reviews base salaries at least annually.
In January 2023, the CHCC, together with its independent compensation consultant, reviewed the base salaries of our NEOs for fiscal year 2023. The CHCC considered the various factors set forth above, including a competitive assessment of the Company’s executive compensation against the Company’s peers and other industry data prepared by the independent compensation consultant. Based on these considerations, the CHCC approved the following base salary adjustments for 2023: Mr. Andretta’s base salary was unchanged from 2022; and the other NEOs’ base salaries were increased by amounts of between 1.6% and 3.2% over 2022.
BASE SALARY (ANNUALIZED RATE)
| Named Executive Officer | 2023 | 2022 | % Change |
|---|---|---|---|
| Ralph J. Andretta | 1,155,000 | 1,155,000 | –% |
| Perry S. Beberman | 650,000 | 630,000 | 3.2% |
| Valerie E. Greer | 650,000 | 640,000 | 1.6% |
| Tammy M. McConnaughey | 640,000 | 630,000 | 1.6% |
| Joseph L. Motes III | 645,000 | 630,000 | 2.4% |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.