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The Corporate Library’s

                                                                             Female
                                                                             CEO Pay
                                                                             Survey
                                                                             2009
By Greg Ruel, Research Associate

October 2009

$125




© 2009 The Corporate Library, LLC. All rights reserved. No part of this publication may be
reproduced, republished, altered, posted, transmitted, or distributed without written permission
from The Corporate Library, or, in the case of photocopying, under the terms of a license issued by
The Corporate Library. Additional copies of this publication may be purchased from The Corporate
Library’s online store at www.thecorporatelibrary.com.                                                ®
The Corporate Library’s Female CEO Pay Survey 2009
Execu�ve Summary
The Corporate Library’s Female CEO Pay Survey 2009 is based on compensa�on data
from more than 3,300 companies listed on United States exchanges. Excluded from the
study were companies with CEOs who had not served for the full 12 months of the latest
fiscal year because of promo�ons, appointments, or resigna�ons, as well as companies
which did not report CEO compensa�on in a proxy filing during the period from August
2008 through June 2009, reducing this number to 2,704 companies. Compensa�on for
only 78 female CEOs was available for the study compared to 2,625 males, with one
individual’s gender undeterminable based on a review of proxy statements. This means
that women make up only about 3 percent of CEOs in the study. The overall number and
percentage of female CEOs in the 2009 study is nearly iden�cal to our study from 2008,
when 80 female chief execu�ves comprised slightly less than 3 percent of CEOs in the
group.
In The Corporate Library’s 2009 CEO Pay Survey, released in September 2009, we
concluded that CEO compensa�on had declined for the first �me since we began our
annual series of pay surveys in 2002. This report will compare male and female CEO
pay in order to determine differences in overall compensa�on and the various pay
components of which it is comprised. Addi�onally, we compare a matched sample subset
of CEOs on the job for the whole of the last two years in order to calculate changes in
pay.
Comparisons between male and female pay can be complicated. In addi�on to
represen�ng only 3 percent of our CEO popula�on, women also tend to be sta�oned
at smaller companies. For example, there are 47 female CEOs in the Russell 2000 as
opposed to only 22 in the Russell 1000. Similarly, there are 22 female CEOs among S&P
SmallCaps in our sample but only 13 in the S&P 500. These figures suggest that women
are more likely to serve as CEO at companies of smaller market capitaliza�on, where
earning poten�al is typically lower. Other factors to consider when comparing male and
female CEO pay include industry representa�on, tenure, and performance. As discussed
throughout this report, each of these factors can affect the total realized compensa�on
sum received by these execu�ves.




                           © 2009 The Corporate Library, LLC                              3
Key findings of the survey include:
              •   At the median, female CEOs earned $40,000 more in base salary than
                  male CEOs.
              •   On average, men’s discre�onary bonus amounts were more than 3.5
                  �mes larger than women’s.
              •   On average, men’s perquisite payments are nearly twice the amount
                  received by women, though the difference is negligible at the median.
              •   On average, female CEOs earned 80 percent of what male CEOs made
                  in annual compensa�on (excluding equity), but just 58 percent of what
                  males earned in realized compensa�on (including value from op�ons
                  exercise and the ves�ng of shares). At the median, females earned 91
                  percent of male annual compensa�on and 78 percent of male realized
                  compensa�on.
              •   On average, realized compensa�on in 2008 was $4.8 million for men,
                  but $2.8 million for women. At the median, men earned $1.7 million
                  compared to $1.3 million for female CEOs.
              •   Mar�ne A. Rothbla� of United Therapeu�cs Corpora�on is the only
                  female CEO among the top 150 earners of 2008 in total realized
                  compensa�on.
              •   In our matched sample analysis, female realized compensa�on declined
                  by a median of 18.5 percent compared to 6.1 percent for male CEOs,
                  though female annual compensa�on saw a slight increase compared to a
                  slight decrease for males.
              •   On average, total realized compensa�on in the S&P 500 was $13.7 million
                  for men and $7.4 million for women CEOs.
              •   At the median, female CEOs in the S&P 500 out-earned males in terms of
                  annual and realized compensa�on. 2008 median annual compensa�on in
                  the S&P 500 was $3.2 million for women and $2.5 million for men. Total
                  realized compensa�on was $7.6 million at the median for females in the
                  S&P 500 as opposed to about $6.6 million for males. Thus, while very few
                  women (only 13) lead S&P 500 companies, those that do receive above-
                  median compensa�on for that index.




4                             © 2009 The Corporate Library, LLC
Methodology
Source Data
Compensa�on data for over 3,300 companies was examined for the purposes of the
survey, drawn from proxy statements filed in the U.S. between August 2008 and June
2009 for CEOs who served a full 12-month term. For the most part, this data reflects
compensa�on received during the 2008 fiscal year, though occasionally, the fiscal year
end may fall in early 2009.

Defini�ons of Compensa�on
The Corporate Library primarily uses two measures of compensa�on: total annual
compensa�on (which excludes equity compensa�on) and total realized compensa�on
(which includes equity, but measures it by actual market values at the �me of ves�ng or
exercise, rather than by accoun�ng es�mates).
Total annual compensa�on includes:
           •   base salary
           •   bonus
           •   non-equity incen�ve compensa�on
           •   all other compensa�on (perquisites and benefits)
Total realized compensa�on includes:
           •   total annual compensa�on
           •   change in pension and non-qualified deferred compensa�on (NQDC)
           •   value realized on exercise of op�ons
           •   value realized on ves�ng of other equity
           •   any payments from a vested re�rement benefit plan
Because of this way of handling equity compensa�on, our total realized compensa�on
represents compensa�on that has actually been received by the CEO, rather than
any no�onal es�mates, accoun�ng costs, or other uncertain�es. For this reason, The
Corporate Library’s figures will differ from those of many other commentators and pay
survey producers. Our figures also differ from the total summary compensa�on figures
provided by companies in the proxy statement’s Summary Compensa�on Table, which
represents an accoun�ng cost, rather than actual compensa�on received or receivable.
While other figures have value for certain purposes, The Corporate Library con�nues
to be more interested in outcomes rather than inputs, real compensa�on rather than
es�mated compensa�on.
Table 1 compares the full sample of male and female CEOs on the basis of individual pay
components and in terms of dollar amounts received for the 2008 fiscal year. Though
the female sample is much smaller, there are nonetheless notable differences in the way
male and female CEOs are compensated. The maximum column alone illustrates this,
with females earning maximum salaries, bonuses, perquisites and total compensa�on at
a frac�on of the amounts earned by males.




                           © 2009 The Corporate Library, LLC                              5
Full Sample Analysis
Table 1: 2008 Compensa�on—All CEOs (Source: The Corporate Library)
                       Count       Minimum 25th Percen�le             Median       Mean 75th Percen�le     Maximum
Base Salary   Male     2,625                         $426,602       $600,000    $677,478      $875,000     $8,100,000
              Female   78           $150,000         $443,390       $640,000    $686,330      $860,217     $1,503,366
Bonus         Male     2,625                                                    $241,886       $14,316    $76,951,000
              Female   78                                                        $66,176                   $3,042,000
NEIC          Male     2,625       ($299,624)                       $124,373    $598,355      $687,473    $18,590,000
              Female   78                                           $149,626    $509,637      $634,600     $5,186,075
All Other
            Male       2,625    ($10,231,206)         $13,666        $42,947    $174,929      $133,900    $45,927,900
Compensa�on
              Female   78                             $16,032        $42,962     $90,962      $154,912      $708,696
Total Annual
             Male      2,625     ($7,831,206)        $637,646     $1,029,470   $1,690,819   $1,841,870    $79,726,817
Compensa�on
              Female   78           $287,326         $606,959       $933,002   $1,353,104   $1,621,303     $6,650,241
Total Realized
               Male    2,625     ($4,640,149)        $846,664     $1,722,985   $4,808,293   $4,117,457   $702,440,573
Compensa�on
              Female   78           $287,326         $739,359     $1,348,710   $2,800,075   $3,350,520    $21,825,700

              Contrary to a recent trend among high-profile male CEOs, no female CEO forfeited her
              base salary in 2008 or reduced it to a dollar, resul�ng in a minimum of $150,000 in
              salary for all females in the sample. At the median, female CEOs earned $40,000 more
              in base salary than males did in 2008. On average, that difference is reduced to less
              than $9,000, but this is hardly a surprise as the male maximum is more than five �mes
              that of the maximum female base salary. There are also 58 male CEOs making more in
              salary than the highest salaried female, which is likely to inflate the average. S�ll, female
              CEOs had higher median and average base salaries than males in both 2007 and 2008. In
              2007, women earned 3.6 percent more than men in base salary at the median and 0.68
              more on average. In 2008, those figures increased to 6.7 percent at the median and 1.3
              percent on average, indica�ng that female CEOs are effec�vely nego�a�ng compe��ve
              base salaries compared to their male peers, and even exceeding males in terms of
              median amounts for consecu�ve years. However, when it comes to less guaranteed
              components of pay such as the discre�onary bonus, there is a clear separa�on of the
              sexes.
              The bonus column of the summary compensa�on table is reserved primarily for
              discre�onary bonuses, or those independent of weighted performance metrics and
              targets. Only 26 percent of all CEOs in our sample received a bonus in 2008; this
              represents 22 percent of female CEOs compared to slightly more than 26 percent of
              males. Though males are only about 4 percent more likely than females to receive a
              discre�onary award, men’s bonuses were, on average, more than three and a half �mes
              the amount of women’s bonuses. Indeed, 65 percent of the discre�onary bonuses
              awarded to females were under $200,000, as opposed to only 37 percent under that
              total for males. Clearly, any leverage women have in base salary nego�a�ons does not
              extend to discre�onary bonuses.



6                                          © 2009 The Corporate Library, LLC
The median non-equity incen�ve compensa�on (NEIC) cash bonus for female CEOs
was a full 20 percent higher than that of males, though lower on average, at the upper
quar�le and at the maximum. Fi�y-eight percent of females received an NEIC cash bonus
in 2008 compared to 55 percent of male CEOs surveyed, meaning that women were 3
percent more likely than men to receive a bonus when the payment was a result of a
pre-determined formula, as is the case with NEIC bonuses. However, 24 percent of the
cash bonuses awarded to females were $1 million or more, compared to 32 percent of
men’s NEIC bonuses. Simply put, while a higher percentage of female CEOs received NEIC
bonuses in 2008, and females earned more at the median, the male cash bonus was
much more likely to be at least a million dollars in total value.
All other compensa�on shows li�le difference at the median, though the average level of
the men’s perquisites is nearly twice that of females. There are tremendous fluctua�ons
in all other compensa�on amounts for males, from a minimum value of nega�ve $10
million due to the nega�ve accoun�ng value of share-based equity awards for John J.
Lipsinki of CVR Energy, Inc., to a maximum of almost $46 million for Mario J. Gabelli of
GAMCO Investor, Inc. By contrast, the lowest all other compensa�on amount received
by a female CEO is simply zero, and Lorna Nagler of Christopher & Banks Corpora�on
was the only female CEO surveyed to receive more than half a million dollars in all other
compensa�on (she received $708,696).
Female CEOs earned about 91 percent of what males earned in median annual
compensa�on ($1,029,470 for males and $933,002 for females) and 78 percent of what
males earned in median realized compensa�on ($1,722,985 for men and $1,348,710
for women) in 2008. In 2007, female CEOs earned about 88 percent of male median
annual compensa�on amounts and 85 percent of male realized compensa�on earnings.
On average in 2008, female CEOs made 80 percent of what male CEOs made in annual
compensa�on ($1,690,819 for males and $1,353,104 for women) and just 58 percent of
average male realized compensa�on ($4,808,293 for men and $2,800,075 for women).
In 2007, women also earned 80 percent of male annual pay on average, but earned
much more in average realized compensa�on at 76 percent of what males earned. The
disparity in realized compensa�on indicates a broader separa�on in pay when profits
from stock op�on exercises and vested restricted stock are factored in, which could be
at least par�ally explained by performance. Average return vs. peers for the 78 females
surveyed is -16.7 percent over the last one-year period and -19.6 percent over the last
three-year period, but a posi�ve return of 17.5 percent vs. peers over the last five-year
period. If more female-run companies delivered returns that are below peer averages in
the short term, this could par�ally explain lower total realized compensa�on when pay is
compared to males.




                           © 2009 The Corporate Library, LLC                                7
CEO tenure could also be a factor in the realized compensa�on difference. For instance,
    the average tenure for female CEOs surveyed was 7.3 years as opposed to an average
    of 8.7 years for males. This compares to similar averages in 2007, when the average
    female CEO had been in office 7.5 years, compared to a male average of 9.3 years. This
    is likely to be a contribu�ng factor in males earning more than females in total realized
    compensa�on, as there are addi�onal long-term equity gains in the form of stock op�on
    exercises and vested restricted stock that become realized over that increased service
    �me of about a year and a half on average.
    Table 2 shows the top 10 highest paid female CEOs of 2008 in terms of total realized
    compensa�on. In 2007, eBay, Inc. CEO Margaret Whitman earned nearly $117 million in
    stock op�on profits upon resigning as chief execu�ve. This liquida�on of op�ons resulted
    in her inclusion on our top ten highest compensated CEOs of that year. In 2008, no
    female CEO came close to penetra�ng the top 10 in terms of total realized compensa�on.
    In fact, no female ranked in the top 80.




8                              © 2009 The Corporate Library, LLC
The Top 10 Earning Female CEOs of 2008: Realized Compensa�on
Table 2: 2008 Top 10 Female CEOs (Source: The Corporate Library)
                                                                                                           Total Realized
Company Name                                CEO Name                      Industry
                                                                                                          Compensa�on
United Therapeu�cs Corpora�on               Mar�ne A. Rothbla� Ph.D.      Pharmaceu�cals                    $21,825,700
Avon Products, Inc.                         Andrea Jung                   Consumer Products                 $13,916,408
TJX Companies, Inc. (The)                   Carol M. Meyrowitz            Retail                            $12,782,791
Xerox Corpora�on                            Anne M. Mulcahy               Photographics                     $10,987,553
PepsiCo, Inc.                               Indra K. Nooyi                Beverages Nonalcoholic            $10,765,395
Reynolds American Inc.                      Susan M. Ivey                 Tobacco Products                  $10,309,669
Kra� Foods Inc.                             Irene B. Rosenfeld Ph.D.      Food Products                      $8,399,059
Ventas, Inc.                                Debra A. Cafaro               Real Estate Investment Trusts      $7,600,514
Alaska Communica�ons Systems Group, Inc.    Liane J. Pelle�er             Communica�on Services              $6,940,423
AnnTaylor Stores Corpora�on                 Katherine Krill               Retail Apparel                     $5,251,592

                  A few comparisons illustrate the differences between the overall top 10 highest paid
                  CEOs of 2008 and the top 10 highest paid female chief execu�ves. Mar�ne A. Rothbla�
                  of United Therapeu�cs Corpora�on earned just under $22 million in 2008, roughly 3
                  percent of the more than $702 million in realized compensa�on accrued by Stephen
                  Schwarzman of The Blackstone Group L.P., the highest overall earner in our 2009 CEO
                  Pay Survey. Realized compensa�on earned by Dr. Rothbla�, 90 percent of which was
                  comprised of stock op�on profits, was the 84th highest amount accrued by all CEOs in
                  our study. She is also the only female CEO among the top 150 earners of 2008. Each
                  female CEO to earn at least $5.25 million in realized compensa�on is represented on
                  this top 10 list; in contrast, a CEO had to earn more than $70 million to make it into the
                  overall top 10. Indeed, 21 percent of male CEOs earned at least $5 million in realized
                  compensa�on, compared to just 14 percent of female CEOs.
                  The only industry represented more than once in the female top 10 is retail, whereas the
                  overall top 10 was 70 percent comprised of petroleum execu�ves enriched by climbing
                  share prices in the industry. The only female CEO in our pay survey sample who headed
                  a petroleum company in 2008 was Cindy B. Taylor of Oil States Interna�onal, Inc., an
                  S&P SmallCap company. In her second year as CEO, she earned $1.4 million in realized
                  compensa�on.
                  Interes�ngly, the only discre�onary bonus earned by a female CEO in this top 10 was
                  a bonus of $22,500 paid to Dr. Rothbla� at United Therapeu�cs Corpora�on, based
                  on performance in the first half of 2008. Compare this to the overall top 10, where six
                  out of 10 CEOs received a discre�onary bonus. The lack of discre�onary bonuses is
                  accompanied by a lack of lucra�ve perquisites for females in the top 10, again evidenced
                  by Dr. Rothbla�, who despite being the highest paid female CEO of 2008, earned just
                  $16,000 in perquisites. In fact, Anne M. Mulcahy of Xerox Corpora�on, at $470,764, was
                  the only CEO in this list to earn more than $215,000 in all other compensa�on. Indeed,
                  the median amount in perquisites for the female top 10 is just $158,973. This compares




                                               © 2009 The Corporate Library, LLC                                        9
to a median of $921,421 in perquisite amounts for the overall top 10. For example,
     three CEOs in the overall top 10 earned aircra� usage reimbursements averaging
     $609,755. Three of the female top 10 earned aircra� usage reimbursement as well, but
     at an average of only $116,564. Not a single female in this top 10 list received any type
     of security reimbursement, as is some�mes policy at companies with high execu�ve
     compensa�on. In the overall top 10, three CEOs received security reimbursement in the
     amounts of $1.4 million, $575,407 and $279,662.

     Matched Sample Analysis
     Included in The Corporate Library’s 2009 CEO Pay Survey is a matched sample analysis,
     calcula�ng changes in pay for a matched sample of 2,062 CEOs who were on the job
     for the whole of the last two years. It is from this smaller sample that changes in CEO
     compensa�on are calculated, in order to compare pay changes by gender. We discovered
     that total annual compensa�on for our en�re matched sample declined by a median of
     just less than one-tenth of a percentage point from 2007 to 2008. The median decrease
     in total realized compensa�on was greater, with a median change of -6.38 percent. With
     these figures in mind, the data was then broken down further in order to compare male
     and female CEOs’ compensa�on changes. Chart 1 below represents a sample containing
     59 female CEOs and 2,003 male CEOs in office for all of the last two years.
     Chart 1: 2007/2008 Fiscal Year CEO Median Pay Changes (Source: The Corporate
     Library)




10                               © 2009 The Corporate Library, LLC
Base salary increases were slightly larger for the males in the sample, about 4.5 percent
for men and 4 percent for women. The median annual compensa�on decline was less
than one-tenth of a percentage point for our en�re matched sample, as discussed in our
2009 CEO Pay Survey; this number is different when factoring in gender. While male CEO
annual compensa�on was down almost a tenth of a percentage point, female CEO annual
compensa�on actually increased by nearly two-tenths of a percentage point. The most
notable difference, however, is the change in total realized compensa�on. Male CEOs had
a realized compensa�on decline of 6.1 percent compared to a decline of 18.5 percent for
females.
Realized compensa�on does fluctuate a certain amount annually based upon when a
CEO chooses to exercise in-the-money stock op�ons as well as when restricted stock
vests. Realized compensa�on is also significantly affected by stock price, as a steep
decline can render stock op�ons underwater or reduce op�on profits, and restricted
stock awards can become less valuable than intended when granted. When factoring
in stock price declines, the industry affilia�ons of female CEOs could be a key factor in
determining why CEOs’ total realized compensa�on declined by a mul�ple of three �mes
more for women than for men in 2008.
In our 2009 CEO Pay Survey, we calculated median pay changes by industry from 2007
to 2008 for this matched sample of CEOs. In five industries among the 100 examined,
realized compensa�on increases for CEOs were at least 40 percent, including Alcoholic
Beverages, Farm Products, Hospitals, Jewelry and Video Rental. Aside from Video
Rental, these were all successful industries for CEOs in 2007 as well, with total realized
compensa�on increases of 27 percent to 46 percent per industry. However, there isn’t a
single female CEO in any of these industries.
There were an addi�onal six industries where CEOs registered at least a 25 percent
increase in compensa�on, including Automo�ve Services, Farm Equipment, Paint &
Coa�ngs, Petroleum & Coal Services, Rail Transporta�on and Tex�les. Aside from
Automo�ve Services and Paint & Coa�ng, these industries were also profitable for CEOs
in 2007, with realized compensa�on of 20 percent to 74 percent across these industries.
There was, however, only one female CEO surveyed from any of these industries,
Veronica Hagen of Polymer Group, a tex�le company. All four industry categories
associated with petroleum—Extrac�on, Equipment, Products and Services—saw median
increases in total realized compensa�on of at least 16 percent for 2008. These four
industries included just one female in our sample, compared to 161 males. There were,
however, three female CEOs in Retail Apparel, where sampled CEOs saw a realized
compensa�on decline of about 30 percent, and another four female CEOs in Restaurants,
where realized compensa�on declined about 40 percent from 2007 to 2008. It would
appear that a certain amount of the realized compensa�on discrepancy could be chalked
up to industry membership—that is, women CEOs primarily worked in industries that
were nega�vely impacted by the financial crisis and other economic developments, not
in industries that have prospered over the last couple of years.




                            © 2009 The Corporate Library, LLC                                11
2008 Compensa�on by Gender in the S&P Indices
     One final vehicle for gender comparisons is a look inside the S&P indices, where
     compensa�on trends noted throughout the report are largely repeated. The following
     chart displays average amounts of 2008 pay for 1,288 male CEOs and 43 female CEOs
     from the S&P 500, S&P MidCaps, and S&P SmallCaps.

     Chart 2: 2008 S&P Indices Average Compensa�on by Pay Compenent (Source: The Corporate
     Library)




                Base Salary         Bonus                 NEIC        All Other
                                                                    Compensa�on



     Female CEOs out-earned their male counterparts in the S&P 500 in terms of base salary
     by about 8 percent on average in 2008, up from last year when females earned about 2.9
     percent more in salary. In 2008, men earned 3.7 percent more on average in base salary
     at S&P MidCaps, though it was females who earned nearly 9 percent more on average
     in 2007. At S&P SmallCap companies, men earned 8 percent more in base salary than
     females compared to 2007, when they earned roughly 1 percent more in salary. Since
     we have established that base salaries are climbing across our en�re coverage universe,
     these differen�als likely have more to do with sample changes among the few women
     surveyed rather than any significant policy changes.
     Discre�onary bonus amounts for female CEOs are lower than male amounts across the
     board and virtually non-existent for women at S&P MidCaps. Bonus amounts for S&P
     500 male CEOs were 165 percent higher than females, $628,373 for males compared
     to only $236,692 for females. The difference at the MidCap level is more substan�al,
     with males taking home $174,358 on average and females just $2,813, though MidCap



12                              © 2009 The Corporate Library, LLC
figures incorporate just eight female CEOs. At S&P SmallCaps, which has the largest
concentra�on of female CEOs in our S&P sample at 22, the female bonus was 211
percent less for females ($43,000 for women compared to $133,783 for men).
Female S&P Midcap CEOs earned a 24 percent higher NEIC bonus than males on average,
but the differen�al shrinks to less than 1 percent in the S&P 500. In the S&P SmallCap
index, which has the largest concentra�on of female CEOs in the S&P Indices, male NEIC
bonuses were 89 percent higher than females on average, which could be a byproduct
of performance or of target-se�ng policy. All other compensa�on is most similar at
S&P SmallCaps, where males earn only about 2 percent more in perquisite payments
than females. At S&P Midcaps, perquisite payments were 64 percent higher for men on
average and at S&P 500 companies, men earned about 96 percent more in perks. There
is li�le doubt that at the biggest companies in the country, women do not see the level
of perquisites that men receive.
Chart 3 below illustrates average annual and realized compensa�on by gender in the S&P
for 2008.

Chart 3: 2008 S&P Indices Average Total Compensa�on (Source: The Corporate Library)




                  Total Annual Compensa�on           Total Realized Compensa�on




                           © 2009 The Corporate Library, LLC                              13
In the S&P 500, male CEOs earned about 14 percent more than females in average
     annual compensa�on but a full 84 percent more in realized compensa�on. These
     numbers are down from last year, when S&P 500 males earned 22 percent more in
     annual compensa�on and 117 percent more in realized compensa�on. Indeed, 2008
     average total realized compensa�on was $13,674,504 for male CEOs in the S&P 500 and
     $7,431,511 for females. In 2007, male CEOs in the S&P 500 earned $15,310,000 in realized
     compensa�on on average compared to $7,045,000 for females. At the MidCap level,
     female CEOs earned 5 percent less than male CEOs in terms of annual compensa�on,
     and roughly 4 percent less in realized compensa�on on average in 2008. This is also an
     improvement over 2007, when S&P MidCap males earned 8 percent more in annual
     compensa�on and about 90 percent more in total realized compensa�on on average.
     Again, the year-to-year percent changes are due at least in part to changes in sample
     and the rela�vely few female CEOs surveyed, as well as the changes in market cap
     classifica�on a�er the deple�on of much shareholder value in the wake of the financial
     crisis. At SmallCap companies in 2008, female CEOs earned 35 percent less in annual
     compensa�on, and 72 percent less in realized compensa�on on average compared to
     males. In 2007, women CEOs earned 19 percent less in annual compensa�on and only 17
     percent less in realized compensa�on compared to men at SmallCap companies.
     MidCap companies show the closest alliance between male and female pay, with women
     earning only 5 percent less than men in annual and realized compensa�on. However,
     there were only eight female CEOs in this MidCap analysis. The highest-earning female
     CEO of 2008, United Therapeu�cs Corpora�on founder, chairman and CEO Mar�ne
     A. Rothbla�, is among this group. Her stock op�on profits of nearly $20 million were
     enough to inflate the average female realized compensa�on for the set, where realized
     compensa�on for females fell more typically in the $1 million to $5 million range. At the
     median for MidCap companies, men earned about 3 percent more than women in annual
     compensa�on and almost 9 percent more in realized compensa�on. The la�er figure
     is perhaps more representa�ve of the disparity in pay between the genders, as stock
     op�on profits for each female CEO other than Dr. Rothbla� were less than $1 million in
     2008.
     There are 13 female CEOs in the S&P 500, none of whom earned $14 million in total
     realized compensa�on for 2008. By comparison, 25 percent of the 438 male CEOs in
     the S&P 500 made at least $14 million in realized compensa�on. While males certainly
     make more than females on average, median figures for companies surveyed show
     females out-earning males in the S&P 500. Female CEOs earned nearly 27 percent more
     in 2008 annual compensa�on than males ($3.2 million for women compared to $2.5
     million for men). Female CEOs also made about 15 percent more than men in realized
     compensa�on: $7.6 million for women and just under $6.6 million for males. Unlike
     the average S&P 500 sta�s�cs, which factor in the large bonuses, perquisites and
     $100 million realized pay packages found at some of the na�on’s largest corpora�ons,
     median sta�s�cs show women out-earning men in 2008. In 2007, when we examined a
     similar set of S&P 500 CEOs, women out-earned men in median annual compensa�on
     by a margin of $3,295,000 to $3,205,000, or 2.8 percent. Despite earning more in
     annual compensa�on, females made 64 percent less in median realized compensa�on:



14                              © 2009 The Corporate Library, LLC
$9,318,000 for males and $5,678,000 for females. For the 507 S&P SmallCap companies
surveyed, 22 of which had female CEOs, annual compensa�on for males was 15 percent
higher than females at the median compared to a 35-percent differen�al favoring men
in average annual compensa�on. Median realized compensa�on shows males earning 23
percent more than females, while male average realized compensa�on was 72 percent
higher. Only 9 percent of female SmallCap CEOs earned $3 million or more in realized
compensa�on for 2008, compared to 24 percent of the male CEOs in the index, indica�ve
of the disparity in pay noted in these average and median figures.

Conclusion
There are s�ll very few women CEOs, and they s�ll make less than men do, but this
is partly because women chief execu�ves tend to have shorter tenures, lead smaller
companies, and work in industries which have fared less well in the recent economic
climate. As women become more broadly accepted at the top levels of American
business, these differences may lessen, though the percentage of females occupying
the CEO role does not appear to be on the increase currently. At the same �me,
an examina�on of compensa�on policy at companies run by the 10 most highly
compensated women CEOs suggests that certain features of poor compensa�on
governance—including large discre�onary bonuses and generous perquisite alloca�ons—
may be less prevalent at companies with female CEOs. It is beyond the scope of this
study to assess whether this superior compensa�on governance is in fact present at
the majority of women-led companies, and if it is, whether such policies are to any
degree related to gender or of other factors which currently happen to coincide with
female leadership (such as industry affilia�on or market capitaliza�on). It might also be
instruc�ve to know whether the compensa�on commi�ees at women-led companies
tend to differ in any respect from those at the popula�on generally (for instance,
whether they are more likely to include women). Other areas of future research related
to gender pay differen�als could include differences in male and female CEO employment
history, career trajectories, and stock ownership.




                          © 2009 The Corporate Library, LLC                               15
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Female Ceo Pay

  • 1. The leading independent source for corporate governance and executive ® compensation information and analysis. Thank you for purchasing this report published by The Corporate Library. We appreciate your business. This transaction allows you to print one copy of this report and maintain the downloaded PDF version on your computer’s hard drive for your review. As a for-profit publisher of research we appreciate your adherence to our intellectual property rights. Subscription access to our reports or individual report purchases allow for single-use application of this document by the purchaser. Following are the standard distribution and reproduction restrictions that apply to our copyrighted materials: Limitations: The copyright covering this report does not provide for additional distribution or reproduction of the report in either electronic or hard copy format. Multi-copy Privileges: Enterprise or multi-copy privileges for reports may be purchased. If you are interested in multiple distribution rights please email your request to sales@thecorporatelibrary.com and an Account Manager will contact you. Please visit our online store at www.thecorporatelibrary.com to review other titles which may be of interest to you. If you have suggestions for other topics that you would like explored please feel free to email them to info@thecorporatelibrary.com. Thank you again for your business. The Corporate Library | 56 Northport Drive | Portland, Maine 04103 www.thecorporatelibrary.com
  • 2. The Corporate Library’s Female CEO Pay Survey 2009 By Greg Ruel, Research Associate October 2009 $125 © 2009 The Corporate Library, LLC. All rights reserved. No part of this publication may be reproduced, republished, altered, posted, transmitted, or distributed without written permission from The Corporate Library, or, in the case of photocopying, under the terms of a license issued by The Corporate Library. Additional copies of this publication may be purchased from The Corporate Library’s online store at www.thecorporatelibrary.com. ®
  • 3. The Corporate Library’s Female CEO Pay Survey 2009
  • 4. Execu�ve Summary The Corporate Library’s Female CEO Pay Survey 2009 is based on compensa�on data from more than 3,300 companies listed on United States exchanges. Excluded from the study were companies with CEOs who had not served for the full 12 months of the latest fiscal year because of promo�ons, appointments, or resigna�ons, as well as companies which did not report CEO compensa�on in a proxy filing during the period from August 2008 through June 2009, reducing this number to 2,704 companies. Compensa�on for only 78 female CEOs was available for the study compared to 2,625 males, with one individual’s gender undeterminable based on a review of proxy statements. This means that women make up only about 3 percent of CEOs in the study. The overall number and percentage of female CEOs in the 2009 study is nearly iden�cal to our study from 2008, when 80 female chief execu�ves comprised slightly less than 3 percent of CEOs in the group. In The Corporate Library’s 2009 CEO Pay Survey, released in September 2009, we concluded that CEO compensa�on had declined for the first �me since we began our annual series of pay surveys in 2002. This report will compare male and female CEO pay in order to determine differences in overall compensa�on and the various pay components of which it is comprised. Addi�onally, we compare a matched sample subset of CEOs on the job for the whole of the last two years in order to calculate changes in pay. Comparisons between male and female pay can be complicated. In addi�on to represen�ng only 3 percent of our CEO popula�on, women also tend to be sta�oned at smaller companies. For example, there are 47 female CEOs in the Russell 2000 as opposed to only 22 in the Russell 1000. Similarly, there are 22 female CEOs among S&P SmallCaps in our sample but only 13 in the S&P 500. These figures suggest that women are more likely to serve as CEO at companies of smaller market capitaliza�on, where earning poten�al is typically lower. Other factors to consider when comparing male and female CEO pay include industry representa�on, tenure, and performance. As discussed throughout this report, each of these factors can affect the total realized compensa�on sum received by these execu�ves. © 2009 The Corporate Library, LLC 3
  • 5. Key findings of the survey include: • At the median, female CEOs earned $40,000 more in base salary than male CEOs. • On average, men’s discre�onary bonus amounts were more than 3.5 �mes larger than women’s. • On average, men’s perquisite payments are nearly twice the amount received by women, though the difference is negligible at the median. • On average, female CEOs earned 80 percent of what male CEOs made in annual compensa�on (excluding equity), but just 58 percent of what males earned in realized compensa�on (including value from op�ons exercise and the ves�ng of shares). At the median, females earned 91 percent of male annual compensa�on and 78 percent of male realized compensa�on. • On average, realized compensa�on in 2008 was $4.8 million for men, but $2.8 million for women. At the median, men earned $1.7 million compared to $1.3 million for female CEOs. • Mar�ne A. Rothbla� of United Therapeu�cs Corpora�on is the only female CEO among the top 150 earners of 2008 in total realized compensa�on. • In our matched sample analysis, female realized compensa�on declined by a median of 18.5 percent compared to 6.1 percent for male CEOs, though female annual compensa�on saw a slight increase compared to a slight decrease for males. • On average, total realized compensa�on in the S&P 500 was $13.7 million for men and $7.4 million for women CEOs. • At the median, female CEOs in the S&P 500 out-earned males in terms of annual and realized compensa�on. 2008 median annual compensa�on in the S&P 500 was $3.2 million for women and $2.5 million for men. Total realized compensa�on was $7.6 million at the median for females in the S&P 500 as opposed to about $6.6 million for males. Thus, while very few women (only 13) lead S&P 500 companies, those that do receive above- median compensa�on for that index. 4 © 2009 The Corporate Library, LLC
  • 6. Methodology Source Data Compensa�on data for over 3,300 companies was examined for the purposes of the survey, drawn from proxy statements filed in the U.S. between August 2008 and June 2009 for CEOs who served a full 12-month term. For the most part, this data reflects compensa�on received during the 2008 fiscal year, though occasionally, the fiscal year end may fall in early 2009. Defini�ons of Compensa�on The Corporate Library primarily uses two measures of compensa�on: total annual compensa�on (which excludes equity compensa�on) and total realized compensa�on (which includes equity, but measures it by actual market values at the �me of ves�ng or exercise, rather than by accoun�ng es�mates). Total annual compensa�on includes: • base salary • bonus • non-equity incen�ve compensa�on • all other compensa�on (perquisites and benefits) Total realized compensa�on includes: • total annual compensa�on • change in pension and non-qualified deferred compensa�on (NQDC) • value realized on exercise of op�ons • value realized on ves�ng of other equity • any payments from a vested re�rement benefit plan Because of this way of handling equity compensa�on, our total realized compensa�on represents compensa�on that has actually been received by the CEO, rather than any no�onal es�mates, accoun�ng costs, or other uncertain�es. For this reason, The Corporate Library’s figures will differ from those of many other commentators and pay survey producers. Our figures also differ from the total summary compensa�on figures provided by companies in the proxy statement’s Summary Compensa�on Table, which represents an accoun�ng cost, rather than actual compensa�on received or receivable. While other figures have value for certain purposes, The Corporate Library con�nues to be more interested in outcomes rather than inputs, real compensa�on rather than es�mated compensa�on. Table 1 compares the full sample of male and female CEOs on the basis of individual pay components and in terms of dollar amounts received for the 2008 fiscal year. Though the female sample is much smaller, there are nonetheless notable differences in the way male and female CEOs are compensated. The maximum column alone illustrates this, with females earning maximum salaries, bonuses, perquisites and total compensa�on at a frac�on of the amounts earned by males. © 2009 The Corporate Library, LLC 5
  • 7. Full Sample Analysis Table 1: 2008 Compensa�on—All CEOs (Source: The Corporate Library) Count Minimum 25th Percen�le Median Mean 75th Percen�le Maximum Base Salary Male 2,625 $426,602 $600,000 $677,478 $875,000 $8,100,000 Female 78 $150,000 $443,390 $640,000 $686,330 $860,217 $1,503,366 Bonus Male 2,625 $241,886 $14,316 $76,951,000 Female 78 $66,176 $3,042,000 NEIC Male 2,625 ($299,624) $124,373 $598,355 $687,473 $18,590,000 Female 78 $149,626 $509,637 $634,600 $5,186,075 All Other Male 2,625 ($10,231,206) $13,666 $42,947 $174,929 $133,900 $45,927,900 Compensa�on Female 78 $16,032 $42,962 $90,962 $154,912 $708,696 Total Annual Male 2,625 ($7,831,206) $637,646 $1,029,470 $1,690,819 $1,841,870 $79,726,817 Compensa�on Female 78 $287,326 $606,959 $933,002 $1,353,104 $1,621,303 $6,650,241 Total Realized Male 2,625 ($4,640,149) $846,664 $1,722,985 $4,808,293 $4,117,457 $702,440,573 Compensa�on Female 78 $287,326 $739,359 $1,348,710 $2,800,075 $3,350,520 $21,825,700 Contrary to a recent trend among high-profile male CEOs, no female CEO forfeited her base salary in 2008 or reduced it to a dollar, resul�ng in a minimum of $150,000 in salary for all females in the sample. At the median, female CEOs earned $40,000 more in base salary than males did in 2008. On average, that difference is reduced to less than $9,000, but this is hardly a surprise as the male maximum is more than five �mes that of the maximum female base salary. There are also 58 male CEOs making more in salary than the highest salaried female, which is likely to inflate the average. S�ll, female CEOs had higher median and average base salaries than males in both 2007 and 2008. In 2007, women earned 3.6 percent more than men in base salary at the median and 0.68 more on average. In 2008, those figures increased to 6.7 percent at the median and 1.3 percent on average, indica�ng that female CEOs are effec�vely nego�a�ng compe��ve base salaries compared to their male peers, and even exceeding males in terms of median amounts for consecu�ve years. However, when it comes to less guaranteed components of pay such as the discre�onary bonus, there is a clear separa�on of the sexes. The bonus column of the summary compensa�on table is reserved primarily for discre�onary bonuses, or those independent of weighted performance metrics and targets. Only 26 percent of all CEOs in our sample received a bonus in 2008; this represents 22 percent of female CEOs compared to slightly more than 26 percent of males. Though males are only about 4 percent more likely than females to receive a discre�onary award, men’s bonuses were, on average, more than three and a half �mes the amount of women’s bonuses. Indeed, 65 percent of the discre�onary bonuses awarded to females were under $200,000, as opposed to only 37 percent under that total for males. Clearly, any leverage women have in base salary nego�a�ons does not extend to discre�onary bonuses. 6 © 2009 The Corporate Library, LLC
  • 8. The median non-equity incen�ve compensa�on (NEIC) cash bonus for female CEOs was a full 20 percent higher than that of males, though lower on average, at the upper quar�le and at the maximum. Fi�y-eight percent of females received an NEIC cash bonus in 2008 compared to 55 percent of male CEOs surveyed, meaning that women were 3 percent more likely than men to receive a bonus when the payment was a result of a pre-determined formula, as is the case with NEIC bonuses. However, 24 percent of the cash bonuses awarded to females were $1 million or more, compared to 32 percent of men’s NEIC bonuses. Simply put, while a higher percentage of female CEOs received NEIC bonuses in 2008, and females earned more at the median, the male cash bonus was much more likely to be at least a million dollars in total value. All other compensa�on shows li�le difference at the median, though the average level of the men’s perquisites is nearly twice that of females. There are tremendous fluctua�ons in all other compensa�on amounts for males, from a minimum value of nega�ve $10 million due to the nega�ve accoun�ng value of share-based equity awards for John J. Lipsinki of CVR Energy, Inc., to a maximum of almost $46 million for Mario J. Gabelli of GAMCO Investor, Inc. By contrast, the lowest all other compensa�on amount received by a female CEO is simply zero, and Lorna Nagler of Christopher & Banks Corpora�on was the only female CEO surveyed to receive more than half a million dollars in all other compensa�on (she received $708,696). Female CEOs earned about 91 percent of what males earned in median annual compensa�on ($1,029,470 for males and $933,002 for females) and 78 percent of what males earned in median realized compensa�on ($1,722,985 for men and $1,348,710 for women) in 2008. In 2007, female CEOs earned about 88 percent of male median annual compensa�on amounts and 85 percent of male realized compensa�on earnings. On average in 2008, female CEOs made 80 percent of what male CEOs made in annual compensa�on ($1,690,819 for males and $1,353,104 for women) and just 58 percent of average male realized compensa�on ($4,808,293 for men and $2,800,075 for women). In 2007, women also earned 80 percent of male annual pay on average, but earned much more in average realized compensa�on at 76 percent of what males earned. The disparity in realized compensa�on indicates a broader separa�on in pay when profits from stock op�on exercises and vested restricted stock are factored in, which could be at least par�ally explained by performance. Average return vs. peers for the 78 females surveyed is -16.7 percent over the last one-year period and -19.6 percent over the last three-year period, but a posi�ve return of 17.5 percent vs. peers over the last five-year period. If more female-run companies delivered returns that are below peer averages in the short term, this could par�ally explain lower total realized compensa�on when pay is compared to males. © 2009 The Corporate Library, LLC 7
  • 9. CEO tenure could also be a factor in the realized compensa�on difference. For instance, the average tenure for female CEOs surveyed was 7.3 years as opposed to an average of 8.7 years for males. This compares to similar averages in 2007, when the average female CEO had been in office 7.5 years, compared to a male average of 9.3 years. This is likely to be a contribu�ng factor in males earning more than females in total realized compensa�on, as there are addi�onal long-term equity gains in the form of stock op�on exercises and vested restricted stock that become realized over that increased service �me of about a year and a half on average. Table 2 shows the top 10 highest paid female CEOs of 2008 in terms of total realized compensa�on. In 2007, eBay, Inc. CEO Margaret Whitman earned nearly $117 million in stock op�on profits upon resigning as chief execu�ve. This liquida�on of op�ons resulted in her inclusion on our top ten highest compensated CEOs of that year. In 2008, no female CEO came close to penetra�ng the top 10 in terms of total realized compensa�on. In fact, no female ranked in the top 80. 8 © 2009 The Corporate Library, LLC
  • 10. The Top 10 Earning Female CEOs of 2008: Realized Compensa�on Table 2: 2008 Top 10 Female CEOs (Source: The Corporate Library) Total Realized Company Name CEO Name Industry Compensa�on United Therapeu�cs Corpora�on Mar�ne A. Rothbla� Ph.D. Pharmaceu�cals $21,825,700 Avon Products, Inc. Andrea Jung Consumer Products $13,916,408 TJX Companies, Inc. (The) Carol M. Meyrowitz Retail $12,782,791 Xerox Corpora�on Anne M. Mulcahy Photographics $10,987,553 PepsiCo, Inc. Indra K. Nooyi Beverages Nonalcoholic $10,765,395 Reynolds American Inc. Susan M. Ivey Tobacco Products $10,309,669 Kra� Foods Inc. Irene B. Rosenfeld Ph.D. Food Products $8,399,059 Ventas, Inc. Debra A. Cafaro Real Estate Investment Trusts $7,600,514 Alaska Communica�ons Systems Group, Inc. Liane J. Pelle�er Communica�on Services $6,940,423 AnnTaylor Stores Corpora�on Katherine Krill Retail Apparel $5,251,592 A few comparisons illustrate the differences between the overall top 10 highest paid CEOs of 2008 and the top 10 highest paid female chief execu�ves. Mar�ne A. Rothbla� of United Therapeu�cs Corpora�on earned just under $22 million in 2008, roughly 3 percent of the more than $702 million in realized compensa�on accrued by Stephen Schwarzman of The Blackstone Group L.P., the highest overall earner in our 2009 CEO Pay Survey. Realized compensa�on earned by Dr. Rothbla�, 90 percent of which was comprised of stock op�on profits, was the 84th highest amount accrued by all CEOs in our study. She is also the only female CEO among the top 150 earners of 2008. Each female CEO to earn at least $5.25 million in realized compensa�on is represented on this top 10 list; in contrast, a CEO had to earn more than $70 million to make it into the overall top 10. Indeed, 21 percent of male CEOs earned at least $5 million in realized compensa�on, compared to just 14 percent of female CEOs. The only industry represented more than once in the female top 10 is retail, whereas the overall top 10 was 70 percent comprised of petroleum execu�ves enriched by climbing share prices in the industry. The only female CEO in our pay survey sample who headed a petroleum company in 2008 was Cindy B. Taylor of Oil States Interna�onal, Inc., an S&P SmallCap company. In her second year as CEO, she earned $1.4 million in realized compensa�on. Interes�ngly, the only discre�onary bonus earned by a female CEO in this top 10 was a bonus of $22,500 paid to Dr. Rothbla� at United Therapeu�cs Corpora�on, based on performance in the first half of 2008. Compare this to the overall top 10, where six out of 10 CEOs received a discre�onary bonus. The lack of discre�onary bonuses is accompanied by a lack of lucra�ve perquisites for females in the top 10, again evidenced by Dr. Rothbla�, who despite being the highest paid female CEO of 2008, earned just $16,000 in perquisites. In fact, Anne M. Mulcahy of Xerox Corpora�on, at $470,764, was the only CEO in this list to earn more than $215,000 in all other compensa�on. Indeed, the median amount in perquisites for the female top 10 is just $158,973. This compares © 2009 The Corporate Library, LLC 9
  • 11. to a median of $921,421 in perquisite amounts for the overall top 10. For example, three CEOs in the overall top 10 earned aircra� usage reimbursements averaging $609,755. Three of the female top 10 earned aircra� usage reimbursement as well, but at an average of only $116,564. Not a single female in this top 10 list received any type of security reimbursement, as is some�mes policy at companies with high execu�ve compensa�on. In the overall top 10, three CEOs received security reimbursement in the amounts of $1.4 million, $575,407 and $279,662. Matched Sample Analysis Included in The Corporate Library’s 2009 CEO Pay Survey is a matched sample analysis, calcula�ng changes in pay for a matched sample of 2,062 CEOs who were on the job for the whole of the last two years. It is from this smaller sample that changes in CEO compensa�on are calculated, in order to compare pay changes by gender. We discovered that total annual compensa�on for our en�re matched sample declined by a median of just less than one-tenth of a percentage point from 2007 to 2008. The median decrease in total realized compensa�on was greater, with a median change of -6.38 percent. With these figures in mind, the data was then broken down further in order to compare male and female CEOs’ compensa�on changes. Chart 1 below represents a sample containing 59 female CEOs and 2,003 male CEOs in office for all of the last two years. Chart 1: 2007/2008 Fiscal Year CEO Median Pay Changes (Source: The Corporate Library) 10 © 2009 The Corporate Library, LLC
  • 12. Base salary increases were slightly larger for the males in the sample, about 4.5 percent for men and 4 percent for women. The median annual compensa�on decline was less than one-tenth of a percentage point for our en�re matched sample, as discussed in our 2009 CEO Pay Survey; this number is different when factoring in gender. While male CEO annual compensa�on was down almost a tenth of a percentage point, female CEO annual compensa�on actually increased by nearly two-tenths of a percentage point. The most notable difference, however, is the change in total realized compensa�on. Male CEOs had a realized compensa�on decline of 6.1 percent compared to a decline of 18.5 percent for females. Realized compensa�on does fluctuate a certain amount annually based upon when a CEO chooses to exercise in-the-money stock op�ons as well as when restricted stock vests. Realized compensa�on is also significantly affected by stock price, as a steep decline can render stock op�ons underwater or reduce op�on profits, and restricted stock awards can become less valuable than intended when granted. When factoring in stock price declines, the industry affilia�ons of female CEOs could be a key factor in determining why CEOs’ total realized compensa�on declined by a mul�ple of three �mes more for women than for men in 2008. In our 2009 CEO Pay Survey, we calculated median pay changes by industry from 2007 to 2008 for this matched sample of CEOs. In five industries among the 100 examined, realized compensa�on increases for CEOs were at least 40 percent, including Alcoholic Beverages, Farm Products, Hospitals, Jewelry and Video Rental. Aside from Video Rental, these were all successful industries for CEOs in 2007 as well, with total realized compensa�on increases of 27 percent to 46 percent per industry. However, there isn’t a single female CEO in any of these industries. There were an addi�onal six industries where CEOs registered at least a 25 percent increase in compensa�on, including Automo�ve Services, Farm Equipment, Paint & Coa�ngs, Petroleum & Coal Services, Rail Transporta�on and Tex�les. Aside from Automo�ve Services and Paint & Coa�ng, these industries were also profitable for CEOs in 2007, with realized compensa�on of 20 percent to 74 percent across these industries. There was, however, only one female CEO surveyed from any of these industries, Veronica Hagen of Polymer Group, a tex�le company. All four industry categories associated with petroleum—Extrac�on, Equipment, Products and Services—saw median increases in total realized compensa�on of at least 16 percent for 2008. These four industries included just one female in our sample, compared to 161 males. There were, however, three female CEOs in Retail Apparel, where sampled CEOs saw a realized compensa�on decline of about 30 percent, and another four female CEOs in Restaurants, where realized compensa�on declined about 40 percent from 2007 to 2008. It would appear that a certain amount of the realized compensa�on discrepancy could be chalked up to industry membership—that is, women CEOs primarily worked in industries that were nega�vely impacted by the financial crisis and other economic developments, not in industries that have prospered over the last couple of years. © 2009 The Corporate Library, LLC 11
  • 13. 2008 Compensa�on by Gender in the S&P Indices One final vehicle for gender comparisons is a look inside the S&P indices, where compensa�on trends noted throughout the report are largely repeated. The following chart displays average amounts of 2008 pay for 1,288 male CEOs and 43 female CEOs from the S&P 500, S&P MidCaps, and S&P SmallCaps. Chart 2: 2008 S&P Indices Average Compensa�on by Pay Compenent (Source: The Corporate Library) Base Salary Bonus NEIC All Other Compensa�on Female CEOs out-earned their male counterparts in the S&P 500 in terms of base salary by about 8 percent on average in 2008, up from last year when females earned about 2.9 percent more in salary. In 2008, men earned 3.7 percent more on average in base salary at S&P MidCaps, though it was females who earned nearly 9 percent more on average in 2007. At S&P SmallCap companies, men earned 8 percent more in base salary than females compared to 2007, when they earned roughly 1 percent more in salary. Since we have established that base salaries are climbing across our en�re coverage universe, these differen�als likely have more to do with sample changes among the few women surveyed rather than any significant policy changes. Discre�onary bonus amounts for female CEOs are lower than male amounts across the board and virtually non-existent for women at S&P MidCaps. Bonus amounts for S&P 500 male CEOs were 165 percent higher than females, $628,373 for males compared to only $236,692 for females. The difference at the MidCap level is more substan�al, with males taking home $174,358 on average and females just $2,813, though MidCap 12 © 2009 The Corporate Library, LLC
  • 14. figures incorporate just eight female CEOs. At S&P SmallCaps, which has the largest concentra�on of female CEOs in our S&P sample at 22, the female bonus was 211 percent less for females ($43,000 for women compared to $133,783 for men). Female S&P Midcap CEOs earned a 24 percent higher NEIC bonus than males on average, but the differen�al shrinks to less than 1 percent in the S&P 500. In the S&P SmallCap index, which has the largest concentra�on of female CEOs in the S&P Indices, male NEIC bonuses were 89 percent higher than females on average, which could be a byproduct of performance or of target-se�ng policy. All other compensa�on is most similar at S&P SmallCaps, where males earn only about 2 percent more in perquisite payments than females. At S&P Midcaps, perquisite payments were 64 percent higher for men on average and at S&P 500 companies, men earned about 96 percent more in perks. There is li�le doubt that at the biggest companies in the country, women do not see the level of perquisites that men receive. Chart 3 below illustrates average annual and realized compensa�on by gender in the S&P for 2008. Chart 3: 2008 S&P Indices Average Total Compensa�on (Source: The Corporate Library) Total Annual Compensa�on Total Realized Compensa�on © 2009 The Corporate Library, LLC 13
  • 15. In the S&P 500, male CEOs earned about 14 percent more than females in average annual compensa�on but a full 84 percent more in realized compensa�on. These numbers are down from last year, when S&P 500 males earned 22 percent more in annual compensa�on and 117 percent more in realized compensa�on. Indeed, 2008 average total realized compensa�on was $13,674,504 for male CEOs in the S&P 500 and $7,431,511 for females. In 2007, male CEOs in the S&P 500 earned $15,310,000 in realized compensa�on on average compared to $7,045,000 for females. At the MidCap level, female CEOs earned 5 percent less than male CEOs in terms of annual compensa�on, and roughly 4 percent less in realized compensa�on on average in 2008. This is also an improvement over 2007, when S&P MidCap males earned 8 percent more in annual compensa�on and about 90 percent more in total realized compensa�on on average. Again, the year-to-year percent changes are due at least in part to changes in sample and the rela�vely few female CEOs surveyed, as well as the changes in market cap classifica�on a�er the deple�on of much shareholder value in the wake of the financial crisis. At SmallCap companies in 2008, female CEOs earned 35 percent less in annual compensa�on, and 72 percent less in realized compensa�on on average compared to males. In 2007, women CEOs earned 19 percent less in annual compensa�on and only 17 percent less in realized compensa�on compared to men at SmallCap companies. MidCap companies show the closest alliance between male and female pay, with women earning only 5 percent less than men in annual and realized compensa�on. However, there were only eight female CEOs in this MidCap analysis. The highest-earning female CEO of 2008, United Therapeu�cs Corpora�on founder, chairman and CEO Mar�ne A. Rothbla�, is among this group. Her stock op�on profits of nearly $20 million were enough to inflate the average female realized compensa�on for the set, where realized compensa�on for females fell more typically in the $1 million to $5 million range. At the median for MidCap companies, men earned about 3 percent more than women in annual compensa�on and almost 9 percent more in realized compensa�on. The la�er figure is perhaps more representa�ve of the disparity in pay between the genders, as stock op�on profits for each female CEO other than Dr. Rothbla� were less than $1 million in 2008. There are 13 female CEOs in the S&P 500, none of whom earned $14 million in total realized compensa�on for 2008. By comparison, 25 percent of the 438 male CEOs in the S&P 500 made at least $14 million in realized compensa�on. While males certainly make more than females on average, median figures for companies surveyed show females out-earning males in the S&P 500. Female CEOs earned nearly 27 percent more in 2008 annual compensa�on than males ($3.2 million for women compared to $2.5 million for men). Female CEOs also made about 15 percent more than men in realized compensa�on: $7.6 million for women and just under $6.6 million for males. Unlike the average S&P 500 sta�s�cs, which factor in the large bonuses, perquisites and $100 million realized pay packages found at some of the na�on’s largest corpora�ons, median sta�s�cs show women out-earning men in 2008. In 2007, when we examined a similar set of S&P 500 CEOs, women out-earned men in median annual compensa�on by a margin of $3,295,000 to $3,205,000, or 2.8 percent. Despite earning more in annual compensa�on, females made 64 percent less in median realized compensa�on: 14 © 2009 The Corporate Library, LLC
  • 16. $9,318,000 for males and $5,678,000 for females. For the 507 S&P SmallCap companies surveyed, 22 of which had female CEOs, annual compensa�on for males was 15 percent higher than females at the median compared to a 35-percent differen�al favoring men in average annual compensa�on. Median realized compensa�on shows males earning 23 percent more than females, while male average realized compensa�on was 72 percent higher. Only 9 percent of female SmallCap CEOs earned $3 million or more in realized compensa�on for 2008, compared to 24 percent of the male CEOs in the index, indica�ve of the disparity in pay noted in these average and median figures. Conclusion There are s�ll very few women CEOs, and they s�ll make less than men do, but this is partly because women chief execu�ves tend to have shorter tenures, lead smaller companies, and work in industries which have fared less well in the recent economic climate. As women become more broadly accepted at the top levels of American business, these differences may lessen, though the percentage of females occupying the CEO role does not appear to be on the increase currently. At the same �me, an examina�on of compensa�on policy at companies run by the 10 most highly compensated women CEOs suggests that certain features of poor compensa�on governance—including large discre�onary bonuses and generous perquisite alloca�ons— may be less prevalent at companies with female CEOs. It is beyond the scope of this study to assess whether this superior compensa�on governance is in fact present at the majority of women-led companies, and if it is, whether such policies are to any degree related to gender or of other factors which currently happen to coincide with female leadership (such as industry affilia�on or market capitaliza�on). It might also be instruc�ve to know whether the compensa�on commi�ees at women-led companies tend to differ in any respect from those at the popula�on generally (for instance, whether they are more likely to include women). Other areas of future research related to gender pay differen�als could include differences in male and female CEO employment history, career trajectories, and stock ownership. © 2009 The Corporate Library, LLC 15
  • 17. For more information about The Corporate Library and our products and services, please contact us: www.thecorporatelibrary.com sales@thecorporatelibrary.com 877 479-7500 toll free U.S. 207 874-6921 outside the U.S. ® The Corporate Library bases its data on sources believed by it to be reliable and endeavors to ensure that the data is complete, timely and accurate. However, The Corporate Library does not represent, warrant or guarantee the completeness, timeliness or accuracy of the information comprising the data, and it shall have no liability of any kind whatsoever to any person or entity on account of any incompleteness of, un-timeliness of or inaccuracies in the data being provided or for any delay in reporting such data. The Corporate Library expressly disclaims all warranties of fitness of the data or computations and analyses thereof for a particular purpose or use. The Corporate Library • 56 Northport Drive • Portland, Maine 04103 • www.thecorporatelibrary.com