Pay Governance LLC is an independent firm that serves as a trusted advisor on executive compensation matters.
Our work helps to ensure that our clients' executive rewards programs are strongly aligned with performance and
supportive of appropriate corporate governance practices.
Managing Partner | St. Petersburg, FL & New York, NY917-714-2904
John England is an internationally-recognized consultant in the areas of executive compensation and incentive design. His broad experience in assisting Boards of Directors and senior management in the design and development of impactful total executive reward programs has been sought out by companies in the U.S., Canada, Europe, and Asia. Clients for whom John serves as the Board-appointed executive compensation consultant include premier, global companies in the financial services, pharmaceutical, industrial, consumer products, transportation, and entertainment sectors.
Prior to founding Pay Governance as a Managing Partner, John served for seven years as Towers Perrin's Global Practice Leader for executive compensation. Before entering the consulting field in 1983, John was a compensation analyst with Texaco Inc.
John is a frequent speaker and author addressing executive compensation and incentive design topics based on his 30 years of consulting and client experience. As a speaker, he annually addresses the WorldatWork International Conference and the Conference Board's various councils on compensation. In addition to being a certified WorldatWork instructor, John has served on several taskforces, including the Futures Taskforce and the FASB Stock Compensation Project. His most recent participation in a forum on corporate governance was featured in the Harvard Business Review. John has authored 15 articles that have appeared in such journals as The Handbook of Modern Finance, Directors & Boards, the ACA Journal, Personnel, Family Business, The New York Times, and Compensation and Benefits Review.
A graduate of Connecticut College, John received an MBA degree as an Edward Tuck Scholar from the Amos Tuck School at Dartmouth College.
To qualify for the performance-based compensation exception under Section 162(m), payment of the compensation must meet several requirements, including that performance goals must be set by the corporation’s “compensation committee.” The Code defines “compensation committee” as the committee of independent directors that has the authority to establish and administer the applicable performance goals, and certify that the performance goals are met. Continue reading →
At a recent Chief Human Resources Officer (CHRO) conference, two private equity firms’ operating partners observed that executive compensation programs in each and every company in which they invested had to be completely overhauled. “Of course,” quipped one CHRO, “all you need to do is grant large, upfront stock options as a one-time long-term incentive, and you don’t worry about pay after that.” Continue reading →
Pay Governance Japan and Pay Governance Korea to provide executive compensation services Pay Governance LLC has formed strategic affiliate relationships with two newly founded executive compensation consulting firms — Pay Governance Japan and Pay Governance Korea. Recognized authorities in executive … Continue reading →
Driven by volatile stock markets, stock option expensing, and shareholder advisory firm mischaracterization of stock options as non-performance-based compensation, many companies have significantly shifted away from stock options toward service-based restricted stock and/or long-term performance plans such as performance shares, performance share units, or performance cash units. Continue reading →
The advice of proxy advisory firms can be market moving. Yet, while their influence is profound, the majority of shareholders, voting in 2011 and 2012 on Say on Pay proposals, do not agree with the proxy advisors’ recommendations. Continue reading →
As the U.S. proxy voting season fades into the sunset, it is an appropriate time for a postmortem on how institutional shareholders are served by proxy advisory firms providing voting guidance on Say on Pay proposals. Institutional Shareholder Services (ISS) … Continue reading →
Thirty-seven companies in the Russell 3000 had less than majority shareholder support in their Dodd-Frank mandated Say on Pay advisory vote in 2011. As of June 2012, 26 of these companies became second time “winners,” Continue reading →
Pay Governance Gives Back
Very happy and rewarding day for the Pittsburgh crew. Today the Pay Governance Pittsburgh office contributed 12 frozen Turkeys to the Washington County City Mission in support to its drive to feed local families in need. This follows the team’s volunteering of time to serve meals to the Mission’s residents, contributing extra firm computers to the Mission’s Education and Training Center, and working to enhance this non-profit’s governance structure on a pro-bono basis.
2017 Leading Minds of Compensation, East featuring Diane Lerner, Managing Partner at Pay Governance
A new Equilar report featuring commentary from Pay Governance and Donnelley Financial Solutions analyzes the compensation discussion and analysis (CD&A) section of S&P 100 proxy statements over the last five years. With the average CD&A reaching nearly 10,000 words, the report revealed key strategies in how companies design and communicate pay practices by using alternative pay graphs, checklists and other visualizations that help draw investors to the most important information.
To be redirected to Equilar and download a copy of this important report, click here.
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October 4, 2016
Pay Governance Adds New West Coast Partner
Matt Quarles has joined the firm as a Partner. In this role, Quarles is responsible for working with clients across industries on a wide range of executive compensation issues. He will be based in Los Angeles and has nearly 20 years experience in the executive compensation consulting industry.
Pay Energy®, a new proprietary assessment tool developed by Pay Governance
Pay Energy®, a new proprietary assessment tool developed by Pay Governance LLC, helps companies consider the “drive, discipline and speed” inherent in current programs and in alternative designs that may be evaluated.
“The fundamental philosophy of executive compensation is to ‘attract, retain and motivate’ a talented management team. So it’s concerning when you hear incentive awards are just put in desk drawers until plans mature,” said Pay Governance managing partner John England.