International Money Express Inc
For the period ended Dec 31, 2023. Filed Apr 29, 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.
Dec 31, 2023 · Filed Apr 29, 2024
Contents
OVERVIEW OF THE COMPENSATION PROGRAM
PROXY STATEMENT
COMPENSATION DISCUSSION AND ANALYSIS
Overview of the Compensation Program
The Company’s executive compensation program is designed to:
Retain our named executive officers by paying them competitively, motivating them to contribute to the Company’s success, and rewarding them for Company and individual performance. The Committee determines targeted annual pay opportunities for the named executive officers and considers several factors such as market data, tenure, proficiency in role, performance, and skill set relative to the external marketplace, among others.
Connect a substantial portion of each named executive officer’s compensation to the financial performance of the Company and the remaining portion to the achievement of individual goals established for each named executive officer on a quarterly and annual basis.
Encourage ownership of Intermex common stock.
Discourage excessive risk-taking by named executive officers.
Using market data as a guide, the Compensation Committee establishes the balance between fixed/variable, cash/equity and annual/long-term incentive ("LTI") compensation to ensure that pay outcomes are appropriately aligned with financial, individual and stock price performance. The following graphs display the target pay mix of total compensation in 2023 for the Chief Executive Officer (“CEO”) and the average of the other five named executive officers based on the executives' base salary, target annual incentive and LTI awards:
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PROXY STATEMENT
COMPENSATION DISCUSSION AND ANALYSIS
Role of the Compensation Committee
The role of the Compensation Committee is to, among other things, establish and review our general compensation philosophy, review and approve compensation paid to our senior executive officers, review compensation paid to our independent directors, and administer incentive compensation plans and programs, including retaining authority to make and modify awards under such plans.
The Compensation Committee determines the base salaries, cash incentive bonuses, LTI awards and other forms of compensation for our named executive officers and reviews and makes recommendations to the Board with respect to independent director compensation. The Compensation Committee reviews and authorizes the terms of employment agreements, severance agreements, and other material compensation agreements between Intermex and our named executive officers. In addition, the Compensation Committee administers our incentive compensation and equity-based plans, as well as our stock ownership and retention policy and other executive compensation policies and procedures.
Discretion and Judgment of the Compensation Committee
The Compensation Committee may, in its discretion, delegate its duties and responsibilities to a subcommittee of the Compensation Committee as it deems appropriate and to the extent permitted by applicable law. Further, the Compensation Committee may, in its discretion, delegate its duties and responsibilities with respect to compensation of employees (other than compensation of named executive officers) and broad-based benefit plans and programs as it seems appropriate to one or more officers of the Company.
Role and Independence of the Compensation Consultant
The Compensation Committee retained FW Cook as the Compensation Committee’s independent Compensation Consultant for assistance with determining executive officer compensation targets and the design of the Company’s Employee Incentive Bonus Plan, including for the year ended December
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PROXY STATEMENT
COMPENSATION DISCUSSION AND ANALYSIS
31, 2023, determining director compensation for fiscal years 2023 and 2024 and the construction of the benchmarking peer group for compensation analysis. In retaining FW Cook, the Compensation Committee considered the six factors set forth in Rule 10C-1(b)(4)(i) through (vi) of the Exchange Act. After review of information provided by each of the members of the Compensation Committee as well as information provided by FW Cook, the Compensation Committee determined that FW Cook is independent and there are no conflicts of interest raised by the firm’s work with the Compensation Committee.
Role of Peer Companies and Benchmarking
The Compensation Committee engages FW Cook to conduct an annual competitive review of the Company’s executive compensation program, which includes a market comparison of target total direct compensation (“TDC”) levels and an assessment of the Company’s aggregate LTI grant practices (e.g., share usage, dilution, aggregate LTI spend, etc.).
FW Cook’s analysis uses a selection of peer group companies and supplements peer group data with general industry survey data scoped by revenue (for which the Committee does not review the specific participants). The peer companies are selected based on having similar size, scope of operations and business/industry fit as Intermex. The peer group development process focused primarily on two relevant size metrics, revenue and market capitalization, as these two metrics are strongly correlated to pay opportunities. The peer group was initially developed by FW Cook and approved by the Committee, and is reviewed annually to ensure it continues to be reasonable and fair for pay benchmarking purposes. The most recent peer group review occurred in July 2023, at which time there were no changes made to the following 14-company peer group previously approved by the Committee in August 2002, which was used for pay benchmarking purposes and pay determination in 2023:
| Current 2023 Peer Group | ||
|---|---|---|
| Cass Information Systems, Inc. | EVO Payments, Inc. | LendingClub Corp |
| CSG Systems International, Inc. | EZCORP INC | Regional Management Corp. |
| CURO Group Holdings Corp | goeasy Ltd. | Triumph Financial, Inc. |
| Everi Holdings Inc. | GREEN DOT CORP | WORLD ACCEPTANCE CORP |
| EVERTEC, Inc. | Information Services Group Inc. | |
At the time the peer group was approved, Intermex’s revenue and market cap were near the median. The market data from the Compensation Consultant's analyses are used as one factor in the determination of executive compensation target pay levels, as more fully described below.
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