Administration February 2, 2001

Options Lift Average Outside Director Comp Over $100K

February 2, 2001 (PLANSPONSOR.com) - Stock option grants lifted the average annual compensation for outside board directors over $100,000 for the first time ever, but only a small minority offers board members retirement benefits, according to a new study.
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Directors’ median total comp at S&P 500 firms rose to $100,807 last year, according to the study from Towers Perrin.

According to proxy analyses, the upward trend was tied to the increasing use of stock to compensate directors, while median amounts of cash payments to outside directors actually diminished.

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Nearly all (89%) of the companies made annual stock-based grants to outside directors, while just 11% paid annual compensation entirely in cash.

Median stock compensation, mostly in the form of stock options, increased to $59,430 in 2000 from $45,500 in 1999, while median cash compensation slipped to $46,000 in 2000 from $48,200 the previous year.

“While the median total compensation of over $100,000 for outside directors surpasses a symbolic threshold, the results reflect trends that we’ve seen in the marketplace for many years,” said Ted Jarvis, a Towers Perrin consultant.

Only 6% of the companies offered retirement benefits, continuing a decline from 22% as recently as 1997.

The Survey also found that:

  • 89% of the companies made annual stock-based grants to outside directors, while only 11% paid annual compensation entirely in cash.
  • Board retainer fees constituted $27,125 of total cash compensation.

In addition, the study found, on average:

  • a $1,250 median fee for attendance at board meetings
  • a $4,000 median retainer for committee service
  • a $1,000 median fee for attendance at committee meetings.

Committee chairpersons receive a $4,000 median retainer and a fee of $500 per committee meeting, on average, in addition to the retainer and attendance fee for normal committee service.

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