Special Payouts for Executives are Becoming a More Routine Perk

Dow Jones
10/02

Special executive payouts are becoming more commonplace.

Not long ago, CEOs and other senior leaders typically got these one-off awards only occasionally, often as an incentive to retain favored executives or reward them for unexpected wins and overcoming tough challenges.

Now, the number of big-company boards adding "special" awards to regular pay packages is surging, along with the amounts.

Altogether, S&P 500 companies doled out $1.7 billion in special awards last year, up 50% from a year earlier, according to a Wall Street Journal analysis of pay data from research firm Equilar. Nearly half the companies have made at least one such award over the past two years, and a quarter have made multiple.

The one-time awards appear almost routine at some companies. Dozens of executives received back-to-back special awards over the past two years, including Warner Bros. Discovery CEO David Zaslav and Cisco Systems CEO Chuck Robbins.

Special awards have helped drive some of the heftiest CEO pay packages to dramatic heights, including those for Zaslav and CrowdStrike's George Kurtz. Median pay for S&P 500 CEOs reached $17.9 million last year, up from $11 million a decade earlier.

"When you look at who is making the highest-paid CEO list, a lot of those are because of these one-time awards being granted in a given year," said Courtney Yu, Equilar's director of research.

Several factors appear to be driving the surge, including a jump in CEO turnover. Boards often use special awards to lure or lock in executive talent. Within the S&P 500, 67 leaders departed in 2025, up 29% from 2023, and 36 left in the first half of 2026, corporate-governance software-maker Diligent said.

Many investors frown on the routine use of one-off payments, preferring consistent long-term performance measures for setting compensation. Mutual-fund company T. Rowe Price lists special equity awards among pay practices that it considers outdated or at risk of divorcing executives' interests from those of shareholders in its proxy voting guidelines.

But boards right now appear to be more concerned with securing the leadership they have while navigating AI and economic uncertainty, pay consultants say.

"They're feeling the heat and they're feeling the urgency," said Blair Jones, a pay consultant at Semler Brossy.

The danger is that special payouts eclipse more structured compensation plans that pay out less or nothing if performance is poor, said David Kokell, Institutional Shareholder Services' head of U.S. compensation research. "We heard loud and clear from investors that one-time awards should not be part of a pattern."

Warner reported $165 million in pay for Zaslav last year, making him the fifth-highest-paid CEO in the Journal's annual ranking. Of that, $110 million came from a June 2025 stock-option grant tied to signing a new contract, and $11 million from a "supplemental" grant of restricted shares the prior March. (He also received $29 million in salary and bonus, and another $11.5 million in routine stock awards.)

Warner said in a securities filing that both special awards would pay out in full-and the earlier one at double the target number of shares-after performance goals were met by February. Zaslav has already received about 20% of the total, or $111 million in stock and options at the time, given a run-up in Warner's shares ahead of its expected acquisition by Paramount Global next week. He is likely to receive the remainder, now about $366 million, when the acquisition closes. Warner's share price has tripled since March 2025.

Signs suggest companies aren't letting up. Seventeen have already reported granting more than $600 million in special awards to more than 40 executives during fiscal years that ended in 2026, Equilar data show.

The biggest special award, of course, was Elon Musk's $132 billion blockbuster from Tesla in November, tied in part to establishing a Mars colony and extensive orbital data centers. (Another $26 billion award from 2025 was later canceled.) The Journal's analysis omitted Tesla when calculating aggregates and trends.

CrowdStrike made a $188 million special award of restricted shares to Kurtz, a co-founder, in late December, securities filings show. That accompanied $54 million in restricted stock under the company's regular pay program, nearly $3 million in cash and $2.5 million in personal travel on company aircraft.

Kurtz could ultimately receive additional shares under the December award, or $290 million in all at December's valuation, if the company meets shareholder-return hurdles through 2028-or nothing if performance falls too far short. CrowdStrike's share price has more than doubled since the award was made, likely driving up its value significantly.

CrowdStrike said it made the award to keep Kurtz focused on a multiyear strategy in a competitive market for cybersecurity executives. "The vast majority of his compensation is earned by delivering long-term returns for shareholders," the spokesman said.

Retention awards don't necessarily keep executives around. Nike made $35 million in special awards to five executives in its most recent fiscal year, including $4.1 million to then-Chief Financial Officer Matthew Friend. (CEO Elliott Hill received $15 million just over a year after he took the job.)

Friend also received a $3.3 million retention award the prior year, half of which was scheduled to vest last month. (The other half required Nike's share price to stay above $100 long enough; it hasn't.)

Then, in June, the company said Friend would step down as CFO within two months, and leave the company in early September with $6 million in cash severance.

He likely will get to keep at least part of his retention awards-some $1.2 million in shares at recent prices, based on how long he stayed. He could receive more, Nike's securities filings suggest, if the company hits unspecified operating-margin targets by late 2027.

Nike didn't respond to a request for comment.

The Journal analyzed data from Equilar on more than 900 awards to nearly 450 executives in fiscal years ending in 2024 and later.

 

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