boomers. wealth accumulation. change in control. golden ... · we work to build a team based on the...

PBGC. Waxman Hearings. Pay for Performance. Retention. Long Term Incentives. Executive Compensation. Executive Benefits. Attraction. Motivation. Retention. FAS 123(R). American Jobs Creation Act. Non Qualified Deferred Compensation. 409(a) Annual Incentives. Aging Baby Boomers. Wealth Accumulation. Change in Control. Golden Parachutes. IRC 280(g). Reasonable Compensation. IRC 162(m). Supplemental Retirement. Base Salary. Variable Pay. Recognition. Alternative Minimum Tax. Compensation Philosophy. Employee Stock Purchase Plan. Stock Appreciation Rights. Phantom Stock. Performance Shares. Performance Unit Plan. Department of Labor. Institutional Shareholder Services. Overhang. Run Rate. Dilution. 401(k). Exec Compensation Committee. Customers. Employees. Labor Unions. Charge to Earnings. Amortization. Vesting. Financial Accounting Standards Board. Earnings Per Share. Underwater Stock Options. Severance. Pension. Underfunded Liability. Health & Welfare Benefits. Return on Human Capital. Return on Investment. Star Performers. Market Competitive. Reasonable Compensation. Optics. Work Experience. Total Shareholder Return. Constructive Receipt. Economic Benefits. Founders Stock 83(b) Election. Evergreen Contract. Split Dollar. Termination. Overhang. Executive Compensation. Executive Benefits. Sarbanes Oxley. ISS. NYSE. The SEC. Corporate Governance. Litigation Support. Board of Director Compensation. Aging Baby Boomers. PBGC. Waxman Hearings. Pay for Performance. Retention. Executive Compensation. Executive Benefits. Attraction. Motivation. Retention. FAS 123(R). American Jobs Creation Act. Non Qualified Deferred Compensation. 409(a). Annual Incentives. Long Term Incentives. Wealth Accumulation. Change in Control. Golden Parachutes. IRC 280(g). Reasonable Compensation. IRC 162(m). Supplemental Retirement. Base Salary. Variable Pay. Recognition. Alternative Minimum Tax. Compensation Philosophy. Employee Stock Purchase Plan. Stock Appreciation Rights. Phantom Stock. Performance Shares. Performance Unit Plan. Department of Labor. Institutional Shareholder Services. Overhang. Run Rate. Dilution. Compensation Committee. Customers. Employees. Labor Unions. Charge to Earnings. Amortization. Vesting. Financial Accounting Standards Board. Earnings Per Share. Underwater Stock Options. Severance. Pension. Underfunded Liability. Health and Welfare Benefits. 401(k). Return on Human Capital. Return on Investment. Star Performers. Market Competitive Reasonable Compensation. Optics. Work Experience. Total Shareholder Return. Constructive Receipt. Economic Benefit. Founders Stock 83 (b) Election. Evergreen Contract. Split Dollar. Termination. Overhang. Executive Compensation. Executive Benefits. Sarbanes Oxley. ISS. NYSE. The SEC. Corporate Governance. Litigation Support. Board of Director Compensation. Aging Baby Boomers. PBGC. Waxman Hearings. Pay for Performance. Retention. Executive Compensation. Executive Benefits. Attraction. Motivation. Retention. FAS 123(R). American Jobs Creation Act. Non Qualified Deferred Compensation. 409(a). Annual Incentives. Long Term Incentives. Wealth Accumulation. Change in Control. Golden Parachutes. IRC 280(g). Reasonable Compensation. IRC 162(m). Supplemental Retirement. Base Salary. Variable Pay. Recognition. Alternative Minimum Tax. Compensation Philosophy. Employee Stock Purchase Plan. Stock Appreciation Rights. Phantom Stock. Performance Shares. Performance Unit Plan. Department of Labor. Institutional Shareholder Services. Overhang. Run Rate. Dilution. Compensation Committee. Customers. Employees. Labor Unions. Charge to Earnings. Amortization. Vesting. Financial Accounting Standards Board. Earnings Per Share. Underwater Stock Options. Severance. Pension. Underfunded Liability. Health and Welfare Benefits. 401(k). Return on Human Capital. Return on Investment. Star Performers. Market Competitive Reasonable Compensation. Optics. Work Experience. Total Shareholder Return. Constructive Receipt. Economic Benefit. Founders Stock 83 (b) Election. PBGC. Waxman Hearings. Pay for Performance. Retention. Long Term Incentives. Executive Compensation. Executive Benefits. Attraction. Motivation. Retention. FAS 123(R). American Jobs Creation Act. Non Qualified Deferred Compensation. 409(a) Annual Incentives. Aging Baby Boomers. Wealth Accumulation. Change in Control. Golden Parachutes. IRC 280(g). Reasonable Compensation. IRC 162(m).

LONGNECKER.COM

ESSENCEVISIONWe strive to be the most well-respected, strategically oriented management consultancy in the U.S.

MISSIONWe aim to create the best strategic consulting solutions for every client we are honored to serve, thereby helping them effectively attract, motivate and retain the best talent available.

STRATEGYWe work to build a team based on the 4Cs: character, competence, communication and chemistry. Our primary focus is to create value and consultative solutions for every project we execute. We strive for our engagements to be relationship-based, rather than transaction-based, to help our deliverables and services reach their true value.

CONSULTING THESISEach day, our team strives to become the best. Our collective skills, wisdom and camaraderie allow us to maximize our value and each client’s return on investment. Our Approach of relational customization and applying strategy and governance to the compensation process is the cornerstone to our success.

AT OUR CORE

S T R A T E G Y. G O V E R N A N C E . C O M P E N S A T I O N .

LONGNECKER.COMSTRATEGY. GOVERNANCE. COMPENSATION.

INDEPENDENCETOTAL DIRECT COMPENSATION ANALYSISConduct an independent, third-party assessment of the reasonableness and market competitiveness of total rewards (base salary, annual incentives, long-term incentives, perks and retirement compensation) for executives and employees in public, private and not-for-profit organizations.

Other specific services related to the total compensation of executives include:

• Change-in-control terms

• Stock ownership guideline assessment and design

• Retirement/succession compensation design

• R&D tax credit compensation assessment

• Stark Law/Anti-Kickback Statute assessment

ANNUAL INCENTIVE PLAN DESIGNDesign or recommend the restructuring of annual incentive programs to maximize the pay-for-performance relationship and drive corporate performance

Plan features and recommendations often include formula versus discretion, targets, thresholds, maximums, payout timing, vehicles, plan metrics and more

Work with legal on plan documents

Draft communication documents

LONG-TERM INCENTIVE PLAN DESIGNDesign or recommend restructuring of long-term incentive programs for public, private or not-for-profit organizations with the goals of:

1) aligning long-term corporate goals with employee performance,

2) retaining key talent, and

3) ensuring executive shareholder alignment

Plan design features and recommendations often include appropriate vehicles, target amounts, vesting, timing of awards, overhang analysis, run-rate analysis, financial modeling, etc.

Work with legal on plan documents

Draft communication documents

BOARD OF DIRECTOR COMPENSATION ANALYSISReview, revise or design independent board of director compensation for public, private or not-for-profit organizations

Recommend amounts and elements of compensation that are market competitive, and ensure that pay-for- governance is aligned with shareholder interests

EMPLOYMENT AGREEMENT ADVISORY SERVICESReview, revise or draft employment agreements for key employees

Recommend specific provisions — like termination, change in control, death, disability, retirement and renewal — that are market competitive and optically reasonable

OUR CONSULTING SERVICES

INNOVATIONEstablished in 2003, Longnecker & Associates is a nationally recognized strategic compensation and governance consulting firm that services public, private and not-for-profit entities.

With the cornerstones of strategy, governance and compensation in mind, we provide an independent assessment and customized recommendations to help your organization combat the intense scrutiny in today’s highly scrutinized corporate environment. After all, our goal is to help your organization succeed. That’s why our experienced, diligent team goes all in for you.

STRATEGYWe are business junkies. With each client, we interview the key players to fully understand the company’s strategy, objectives and culture so we can provide tailored solutions with strategic alignment to each unique circumstance.

GOVERNANCEWhile ensuring customization and strategic alignment, we employ consistent, defensible methodology, along with a sound governance process, to ensure integrity and independence.

COMPENSATIONGuided by our first two principles, strategy and governance, we develop compensation programs that effectively and efficiently position our clients to attract, retain and motivate top talent by maximizing the use of all compensation currency available.

WHO WE ARE & WHAT WE BELIEVE


STRATEGYLITIGATION SUPPORTProvide support for:

LONGNECKER SCHOOL OF COMPENSATION™


• Reasonable compensation in public, private and not-for-profit organizations

• Wrongful termination

• Wrongful death

• Bankruptcy

• Employment contracts

• Golden parachutes & severance

• Non-compete agreements

• Divorce

• Shareholder oppression

• Speaking engagements

• Webinars

• Training and development

• Executive coaching

• Monthly industry updates to peers and clients

EXPERTISECOMPENSATION CONSULTING IN REORGANIZATIONSReview and recommend compensation programs during turnarounds, Chapter 11, IPO, mergers, acquisitions and more

Recommend 503-compliant variable pay practices through bankruptcy to ensure the utmost motivation and retention amidst these difficult environments

Provide analysis and recommendations for post-emergence equity programs

Develop pre- and post-IPO compensation structures to maximize motivation and retention of employees prior to, during, and following the IPO process

Consult with public relations, investor relations and human resources to ensure all stakeholders are educated on the necessity of these key programs

COMPENSATION DISCUSSION & ANALYSIS (CD&A)Develop proxy statements, including design and drafting

Review and draft CD&As to ensure SEC compliance and optimal readability for shareholders

Incorporate best practices to provide optimal clarity and messaging to shareholders

PAY-FOR-PERFORMANCE ANALYSISConduct an independent analysis of a company’s performance across a variety of financial and/or operational measures compared to incentive awards for the company’s executives

CORPORATE GOVERNANCE ADVISORY SERVICESCreate board of director governance checklist

Develop and incorporate board of director governance strategies

Develop committee charters and calendars

Evaluate board of director performance

Create compensation philosophy

Develop investor relations strategy

Develop non-compete valuations

SHAREHOLDER OUTREACHIdentify key shareholder issues and voting tendencies

Analyze advisory firm analyses and vote recommendations

Develop strategic shareholder outreach plans

Participate in discussions with shareholders

Fully develop IR processes to ensure appropriate messaging for different issues



F E E D B A C K Q U E S T I O N S :1. Have you thought about the defensibility of the

process and results of the analysis with respect to your stakeholders, employees, and media?

2. Does the compensation philosophy support the organizational strategy?

3. Is the compensation to executives market competitive?

4. Is the performance of the organization directly correlated to the compensation of executives?

Include Feedback from the

Compensation Committee and Management in

final report

Present Preliminary

Report

Conduct Total Direct Comp

Analysis

Consensus on Peers

Determine Preliminary Peer Group

Interviews

Determine Goals & Objectives

RELATIONAL CUSTOMIZATIONOUR PROCESS

F E E D B A C K

P R O C E S S

Kick-off Analysis

I N P U T

Select Engage

R E S U L T S

ReportFinal

Recommended Considerations

O P T I C S

Engage Consultant

Interview Consultant

Compensation Committee

Consultant

Management


SUPPORTINDEPENDENT ADVICEL&A provides third-party advice without bias.

GOOD GOVERNANCEWhether you’re with a public, private or not-for-profit organization, utilizing an independent compensation consultant is good governance in the views of the IRS, SEC, DOL, Institutional Shareholder Services or banking agency regulators.

BEST PRACTICESOur knowledge of what works best to attract, retain and motivate key talent has established L&A as an industry leader.

SOLIDIFY YOUR BOARD SEATExecutive compensation is the main reason directors lose seats. We develop programs and identify key governance issues aimed at reducing shareholder activism.

NAVIGATION THROUGH MUDDY WATERSWe can provide an independent voice of reason to the board and management to help them navigate difficult strategic, governance, and compensation discussions and decisions.

RELATIONAL CUSTOMIZATIONWe listen and assess your specific needs in order to customize a plan specific to your organization.

EXPERTISEMost organizations lack the expertise to develop best-practice executive compensation programs aligned with the strategic vision of your company. Executive compensation is what we do.

TIMEMany organizations do not have time to spend on executive compensation planning and design. At L&A, we maintain a manageable client/consultant ratio aimed at ensuring each client receives the necessary time.

COSTWhen we design compensation plans, we use the most efficient currency possible, so our annual cost is recovered many times over. Additionally, the majority of our work is on a fixed-fee basis, positioning you to accurately budget the entire process.

AVOID BAD PRESSControversial pay practices often make the headlines, and studies have linked those practices to the absence of independent consultants and independent board directors.

EXPERT WITNESSESAs experts in the courtroom, we understand the legal land mines of compensation, whether they’re related to Say-on-Pay in public companies, intermediate sanctions of not-for-profits, or IRS audits of private companies.

WHY WORK WITH AN EXECUTIVE COMPENSATION CONSULTANT?

INTEGRITYINDUSTRY EXPERTISEAgriculture

Banking

Biotech

Chemical

Construction

Consumer Services

Energy

Energy Services

Entertainment

Financial Services

Food & Beverage

Healthcare

High-Tech

Insurance

Manufacturing

MLPs

Not for Profits

Pharmaceuticals

Professional Services

Real Estate

Renewable Energy

Restaurant

Retail

Transportation


EXPERIENCEWith 90 years of combined experience, our leadership team has significant consulting and corporate experience. Principals Brent Longnecker and Chris Crawford currently serve in the following capacities: board of directors, executives, consultants, executive coaches, expert witnesses, teachers, authors and keynote speakers. Our team of consultants are long-tenured with L&A and have extensive experience advising clients across many industries.

QUALITYWith our multi-layered, “Big 4” quality control process including partner-level reviews, our team at L&A ensures a level of accuracy unparalleled in the executive compensation consulting field.

RELATIONSHIPSL&A is a team-oriented, relationship-focused consultancy that removes the transactional nature of the typical client/consultant relationship. Rather than solely relying on market data to determine our tailored conclusions and recommendations, we focus on clients’ needs by conducting personal interviews to understand corporate culture as well as individual goals and objectives.

SUBJECT MATTER EXPERTS L&A representatives have authored more than 14 books and more than 500 articles in the compensation, human resources and ethics fields.

LITIGATION EXPERIENCEWe understand the growing litigation land mines in executive compensation. We provide expert witness analysis and testimony to many of the most high-profile compensation lawsuits in the U.S. and have testified in more than 100 cases.

WHY CHOOSE LONGNECKER & ASSOCIATES

Why Longnecker & Associates

THE L&A TEAM HOLDS NUMEROUS COMPENSATION CERTIFICATIONS:

• Certified Compensation P rofessional (CCP)• Certified Benefits Professional (CBP) • Certified Compensation Analyst (CC A) • Compensation Committee Certification (CCC)• Global Renumeration Professional (GRP)

L&A HAS AUTHORED OVER 350 ARTICLES ON COMPENSATION,HUMAN RESOURCES AND ETHICS.

L&A HAS GENERATED OVER 14 REGISTERED TRADEMARKS ON INNOVATIVE COMPENSATION, BENEFIT, AND CORPORATE GOVERNANCE STRATEGIES SUCH AS:

• Reasonable and Optics Quadrant Test™• LTI Decision Tree™• Valuation Data Analysis™• L&A Compensation Score Card™• L&A Independence Process™

L&A HAS BEEN SERVICING THEIR LONGEST STANDING CLIENT, SOUTHWEST AIRLINES, FOR OVER TWO DECADES.

L&A SERVED AS AN EXPERT WITNESS IN COURT AGAINST THE EGREGIOUS COMPENSATION PACKAGES BEHIND THE ENRON SCANDAL.

L&A HAS AUTHORED 9 BOOKS INCLUDING:














































AWARDS & CERTIFICATIONSOur team holds numerous awards and compensation certifications:

Brent Longnecker named one of Top 25 Consultants in U.S. by Consulting Magazine

Named one of the Best Places to Work by Houston Business Journal for five years in a row

Named one of the Best Small Companies to Work for in Texas by Texas Monthly magazine for six years in a row (ranked #1 2011 and 2013)

Certified Executive Compensation Professional (CECP)

Certified Compensation Professional (CCP)

Certified Benefits Professional (CBP)

Certified Compensation Analyst (CCA)

Compensation Committee Certification (CCC)

Global Remuneration Professional (GRP)

SIZEL&A is one of the largest executive compensation consultancies in the U.S. in terms of consultants and number of clients, and is the largest in the Southwest.

INNOVATIONL&A has registered more than 14 trademarks on innovating compensation, benefit and corporate governance strategies such as:

Reasonable and Optics Quadrant Test™

LTI Decision Tree™

Valuation Data Analysis™

L&A Compensation Score Card™

L&A Independence Process™

EDUCATORS Brent Longnecker, Chairman & CEO, and Chris Crawford, President, serve as faculty members for WorldatWork®, the world’s leading professional certification association dedicated to knowledge leadership in total rewards, compensation, benefits and work-life balance. They are also responsible for building the compensation curriculum used to teach human resources and other professionals.

WHY CHOOSE LONGNECKER & ASSOCIATES

SEAMLESS EXECUTION

STRATEGY. GOVERNANCE. COMPENSATION.

DILIGENCEAt L&A, we work hard to provide high quality service on every project we’re honored to receive. As President and Co-Founder Chris Crawford likes to say, “We have only one reputation. That’s it.”

To ensure the utmost quality and service, our first step is to assign a team to every client and all of their projects. Usually, our teams range from 2 to 4 consultants, depending on the size of the company, the industry and the projects’ complexities. Our projects are successful first due to great clients and this team of consultant; working side by side using their industry and technical expertise.

What’s especially unique about L&A’s service is our peer review. Each and every project goes through a peer review conducted by one of our owners, even if the team already has an owner on it. This way, we create an open and honest technical dialogue between the team and the peer reviewer throughout the project, and the consultants benefit from the peer reviewer’s wealth of knowledge.

As a result, this process creates a healthy, client-focused, detail-oriented work environment. The constant feedback is incredibly helpful in maintaining set standards of quality, while improving the performance by the teams. Every project is better and more customized to the goals and objectives of our clients. Our peer review process is one key characteristic that makes our consultants the very best in the industry.

PROJECTS & PEER REVIEWS

L E T U S H E L P Y O U R B U S I N E S S S U C C E E D B Y A T T R A C T I N G, R E T A I N I N G A N D M O T I VA T I N G T O P T A L E N T.

11011 Jones Road, Suite 200

Houston, Texas 77070

281.378.1350

L O N G N E C K E R . C O M

™

PBGC. Waxman Hearings. Pay for Performance. Retention. Long Term Incentives. Executive Compensation. Executive Benefits. Attraction. Motivation. Retention. FAS 123(R). American Jobs Creation Act. Non Qualified Deferred Compensation. 409(a) Annual Incentives. Aging Baby Boomers. Wealth Accumulation. Change in Control. Golden Parachutes. IRC 280(g). Reasonable Compensation. IRC 162(m). Supplemental Retirement. Base Salary. Variable Pay. Recognition. Alternative Minimum Tax. Compensation Philosophy. Employee Stock Purchase Plan. Stock Appreciation Rights. Phantom Stock. Performance Shares. Performance Unit Plan. Department of Labor. Institutional Shareholder Services. Overhang. Run Rate. Dilution. 401(k). Exec Compensation Committee. Customers. Employees. Labor Unions. Charge to Earnings. Amortization. Vesting. Financial Accounting Standards Board. Earnings Per Share. Underwater Stock Options. Severance. Pension. Underfunded Liability. Health & Welfare Benefits. Return on Human Capital. Return on Investment. Star Performers. Market Competitive. Reasonable Compensation. Optics. Work Experience. Total Shareholder Return. Constructive Receipt. Economic Benefits. Founders Stock 83(b) Election. Evergreen Contract. Split Dollar. Termination. Overhang. Executive Compensation. Executive Benefits. Sarbanes Oxley. ISS. NYSE. The SEC. Corporate Governance. Litigation Support. Board of Director Compensation. Aging Baby Boomers. PBGC. Waxman Hearings. Pay for Performance. Retention. Executive Compensation. Executive Benefits. Attraction. Motivation. Retention. FAS 123(R). American Jobs Creation Act. Non Qualified Deferred Compensation. 409(a). Annual Incentives. Long Term Incentives. Wealth Accumulation. Change in Control. Golden Parachutes. IRC 280(g). Reasonable Compensation. IRC 162(m). Supplemental Retirement. Base Salary. Variable Pay. Recognition. Alternative Minimum Tax. Compensation Philosophy. Employee Stock Purchase Plan. Stock Appreciation Rights. Phantom Stock. Performance Shares. Performance Unit Plan. Department of Labor. Institutional Shareholder Services. Overhang. Run Rate. Dilution. Compensation Committee. Customers. Employees. Labor Unions. Charge to Earnings. Amortization. Vesting. Financial Accounting Standards Board. Earnings Per Share. Underwater Stock Options. Severance. Pension. Underfunded Liability. Health and Welfare Benefits. 401(k). Return on Human Capital. Return on Investment. Star Performers. Market Competitive Reasonable Compensation. Optics. Work Experience. Total Shareholder Return. Constructive Receipt. Economic Benefit. Founders Stock 83 (b) Election. Evergreen Contract. Split Dollar. Termination. Overhang. Executive Compensation. Executive Benefits. Sarbanes Oxley. ISS. NYSE. The SEC. Corporate Governance. Litigation Support. Board of Director Compensation. Aging Baby Boomers. PBGC. Waxman Hearings. Pay for Performance. Retention. Executive Compensation. Executive Benefits. Attraction. Motivation. Retention. FAS 123(R). American Jobs Creation Act. Non Qualified Deferred Compensation. 409(a). Annual Incentives. Long Term Incentives. Wealth Accumulation. Change in Control. Golden Parachutes. IRC 280(g). Reasonable Compensation. IRC 162(m). Supplemental Retirement. Base Salary. Variable Pay. Recognition. Alternative Minimum Tax. Compensation Philosophy. Employee Stock Purchase Plan. Stock Appreciation Rights. Phantom Stock. Performance Shares. Performance Unit Plan. Department of Labor. Institutional Shareholder Services. Overhang. Run Rate. Dilution. Compensation Committee. Customers. Employees. Labor Unions. Charge to Earnings. Amortization. Vesting. Financial Accounting Standards Board. Earnings Per Share. Underwater Stock Options. Severance. Pension. Underfunded Liability. Health and Welfare Benefits. 401(k). Return on Human Capital. Return on Investment. Star Performers. Market Competitive Reasonable Compensation. Optics. Work Experience. Total Shareholder Return. Constructive Receipt. Economic Benefit. Founders Stock 83 (b) Election. PBGC. Waxman Hearings. Pay for Performance. Retention. Long Term Incentives. Executive Compensation. Executive Benefits. Attraction. Motivation. Retention. FAS 123(R). American Jobs Creation Act. Non Qualified Deferred Compensation. 409(a) Annual Incentives. Aging Baby Boomers. Wealth Accumulation. Change in Control. Golden Parachutes. IRC 280(g). Reasonable Compensation. IRC 162(m).

LONGNECKER.COM

boomers. wealth accumulation. change in control. golden ... · we work to build a team based on the...

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