A NIRI White Paper

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Compensation and the Investor Relations Profession

By Ariel Finno, Director-Research (afinno@niri.org) Matt Brusch, Vice President-Communications and Practice Information

2013 National Investor Relations Institute

NIRI White Paper: Compensation and the Investor Relations Profession

NIRI-Korn/Ferry International Corporate IR Profession and Compensation Study Results

Presented here are key findings from NIRIs 2008, 2010 and 2012 NIRI-Korn/Ferry International Corporate IR Compensation and Profession Study research projects.

2008 Key Findings The largest segment (1/3) of respondents earn between $126,000 and $175,000 and over 95% receive a cash bonus, with a typical bonus target of under 50% of base salary. More than half of those surveyed receive stock options and more than half receive restricted stock/units as part of their compensation packages. The largest proportion of respondents (23%) has more than 12 years of experience. IR professionals in our survey most frequently report to the CFO. Over half of respondents have between five and fourteen sell-side analysts covering their companies.64% of NIRI respondents report providing earnings guidance compared to 51% in 2007 survey results and 66% in 2006.

In 2010, NIRI released NIRI-Korn/Ferry International Corporate Investor Relations Compensation Survey Results, which announced the results of its corporate member data on the subject.

2010 Key Findings Despite the dramatic economic downturn and resulting stock market volatility, average base salary ranges of corporate IR practitioners were essentially unchanged from the last survey (published in 2008), with the largest segment reporting a range of $126,000 - $150,000. IR budgets also remain virtually unchanged compared to the prior survey. A new data point in the survey revealed average respondent salary of $168,604 with a median of $156,000. Respondents reported base salaries in ranges from a low of $100,000 and below, to a high of $501,000 to $700,000. The downturn seems to have had its greatest IR compensation impact on cash bonus levels with a majority of respondents (65%) reporting a reduction in amount of bonus received, though other forms of compensation were not reduced for the majority. Eighty-six percent of those who were eligible to receive a bonus report receiving bonuses for 2009 compared to 82% in 2008.

NIRI again studied this subject in 2012 in order to assess the current state of compensation and the IR professional atmosphere and organizational structure, and to review developing trend information. In October 2012, NIRI released 2012 NIRI-Korn/Ferry International Corporate IR Profession and Compensation Study Results.

2012 Key Findings Average base salary ranges of corporate IR practitioners were higher than in the previous two studies (2010 and 2008); the largest segment reported a range of $175,000 - $200,000, an increase of $50,000 from the reported range in both 2010 and 2008. Median salary was $175,000 up from $156,000 in 2010. The percentage receiving a cash bonus increased to 82% from 71% in the 2010 survey.

2013 National Investor Relations Institute

21% of respondents reported a reduction in cash bonus received for the 2012 effort; these findings follow 65% reporting a reduction in the 2010 survey. Bonus target remained unchanged. 46% of respondents had a cash bonus range of 0-25% of their current base salary; for 28% the cash bonus range was 26-50%. 37% of respondents reported an organization total IR budget between $1,000,000 and $2,499,999. These data are in line with 2010 survey results. The majority (70%) of respondents report IR staff sizes remain unchanged for the last two years.

The Investor Relations Profession The overwhelming majority of respondents (96%) are currently employed in corporate IR. Of those that are not, about one-half were laid off from work in the field. Based on member interest, NIRI included a few questions to capture data regarding the circumstances for those not currently working in corporate IR. The data clearly reveals that the largest lay-offs occurred in the third quarter of 2009, and the first and fourth quarters of 2010. Most (80%) are actively looking for another IR position, 21% are doing contract IR work, and 15% have accepted another position in a related field. The most common professional title for survey respondents was Vice-President (35%), followed by Director (28%), and Manager (12%). To illustrate the complex nature of the position, 51% of respondents stated they have responsibilities in addition to IR. This data point has remained above the 50% since 2008 findings. Over three-fourths of those stated they had between one and four additional responsibilities, with the most common of these being external communications (52%), followed by financial media relations (49%). The least common additional responsibilities were Corporate Secretary (3%) and audit functions (2%). Seventeen percent of respondents indicated having five or more additional responsibilities separate from their IRO duties. Although salary was not found to be correlated with whether the IRO had Figure 8: Professional Background Field of the IRO by Year additional responsibilities, market cap-size, age, years of work experience, and employment by a Fortune 500 company were all correlated with having additional responsibilities. For example, 92% of micro-cap IROs had additional responsibilities, compared with 16% of their mega-cap counterparts. In terms of age, those reporting additional responsibilities peaked at 61% of respondents in their fifties or above. Thirty percent of IROs with less than one year of IR work experience had additional responsiblities, compared to 70% of those with 21 or more years work experience. Finally, continuing the trend since the 2008 survey, Fortune 500 respondents were less likely to have responsibilities in addition to IR (29%) than their non-Fortune 500 counterparts (67%). Since NIRIs 2008 compensation survey, the number of different industries IRO respondents have reported working in has remained constant, with the majority (80%+) of the populations having worked in two or more. The vast majority has never worked as sell-side or buy-side analysts, and this percentage remains unchanged since the preceding survey. Finally, over one-half plan to make IR their career

2013 National Investor Relations Institute

profession, approximately 25% look at their IR role as transitional, and almost one-quarter are undecided. These data points also remain largely unchanged since the 2008 effort. Concerning type of degree, the MBA continues to be the most common advanced educational attainment for respondent IROs, regardless of survey year. Advanced certifications, associates degrees, Series 7 (and other securities licenses), and other professional credentials are held by approximately 2% of IROs, and this percentage remains unchanged from prior years. IRO Workplace Environment One-half (50%) of participant IROs report to the CFO, and another one-fourth report to the Head (or VP) of IR. For 70% of respondents, IR staff size has remained unchanged since the 2010 effort. Ten percent of respondents are currently in an IR position which is considered rotational within their company. Almost one-fourth have IR staff level positions that are rotational. A new survey question item inquired about the current work environment. The overwhelming majority (92%) reported working full-time in their companys office, while another 6% telecommuted/worked remotely at least part of the week. Conclusion The 2012 NIRI-Korn/Ferry International Corporate IR Profession and Compensation Study sheds light on the behavior of companies emerging from the recent economic downturn, and provides IROs with a reason for optimism. For example, compared with 2010 data, which painted a picture of modest belttightening (most notably seen in cash bonuses), 2012 data reveals that median base salary and cash bonuses received are on the rise. In addition, IRO staff and budget sizes are holding steady, and it appears IROs have weathered the worst of the storm, as IR lay-offs are down in all quarters of 2011 when compared to the previous three years. The IR role continues to grow more complex as todays executives face increasingly varied professional challenges both internally and externally. Over one-half of respondents have responsibilities in addition to their IR duties. The vast majority of the population holds some type of advanced degree, certifications, licenses or other specialized education related to their field. These findings support the idea that the IR position and the IROs that hold them are valued for their expertise among the C-suite. Many variables affect both the base salary of IROs, as well as their equity and benefits compensation packages. To illustrate, for 2012 respondents, the median annual salary of an IRO with 11-15 years of work experience employed at a micro-cap company is $136,500, whereas the annual salary of an IRO with the same amount of experience at a mega-cap company is almost double that amount. Or, depending on geographic location and title, an IRO with the title of VP can have a median salary range between $196,000 and $230,000. More Information For complete survey results, please visit www.niri.org, or contact Ariel Finno, Director of Research, (703) 562-7678, afinno@niri.org. About the National Investor Relations Institute Founded in 1969, the National Investor Relations Institute (NIRI) is the professional association of corporate officers and investor relations consultants responsible for communication among corporate management, shareholders, securities analysts and other financial community constituents. The largest professional investor relations association in the world, NIRIs more than 3,300 members representing over 1,600 publicly held companies and $9 trillion in stock market capitalization.

2013 National Investor Relations Institute