Golden parachute calculations are not a required proxy disclosure (unless employment arrangements provide excise tax gross-ups) – with the result that Banks and their executives may discover only when an actual CIC occurs that their compensation arrangements will trigger golden parachute liabilities or a significant reduction of benefits. Once a real transaction is in motion, though, there is limited opportunity to modify CIC programs.
This white paper discusses when Banks should consider including a formal review and quantification of their CIC programs on their Compensation Committee agenda for 2014 to help avoid future headaches when a deal is on the table.