8-KOther EventsExhibits & Filings

CITIGROUP INC 8-K Report, Corporate Update (Feb 12, 2021)

Filed February 12, 2021For Securities:CC-PNC-PR

Summary

Citigroup Inc. (C) filed an 8-K on February 12, 2021, disclosing the incentive compensation awards for its former CEO, Michael L. Corbat, for the 2020 performance year. The Compensation Committee considered the significant impact of COVID-19, the leadership transition to Jane Fraser, and the company's financial performance. Despite a challenging environment, Citigroup reported net income of $11.4 billion on revenues of $74.3 billion. However, earnings per share decreased by 39% to $4.87, primarily due to a substantial increase in the allowance for credit losses under the CECL standard. The company highlighted resilient revenues, returning $7.2 billion in capital to shareholders, and maintaining strong capital ratios. The compensation for Mr. Corbat was set at $19.035 million, a 20.7% reduction from 2019, reflecting a decrease in his incentive award to $17.535 million. This reduction was specifically attributed to risk and control concerns leading to consent orders with regulators in 2020, with a portion of the adjustment being a shared responsibility across the Executive Management Team. The award is structured as a mix of cash, deferred stock, and performance share units.

Key Highlights

  • 1Former CEO Michael L. Corbat received a 2020 incentive compensation award of $19.035 million, including a base salary of $1.5 million and an incentive award of $17.535 million.
  • 2Mr. Corbat's total compensation represents a 20.7% reduction compared to his 2019 compensation.
  • 3The reduction in incentive compensation was influenced by risk and control concerns that resulted in regulatory consent orders in 2020.
  • 4Citigroup reported 2020 net income of $11.4 billion on revenues of $74.3 billion, a decrease in net income from $19.4 billion in 2019.
  • 5Earnings per share for 2020 were $4.87, down 39% from $8.04 in 2019, largely due to a significant increase in the allowance for credit losses ($9.8 billion) under the CECL standard.
  • 6The company returned $7.2 billion to common stockholders through share repurchases and dividends, reducing average outstanding shares by 7%.
  • 7Citigroup maintained a strong capital position with a CET1 Capital ratio of 11.8% and a Liquidity Coverage Ratio (LCR) of 118%.

Frequently Asked Questions

Michael L. Corbat was awarded a total compensation of $19.035 million for his 2020 performance. This amount consists of his base salary of $1.5 million and an incentive award of $17.535 million.

The Compensation Committee reduced Mr. Corbat's incentive compensation for 2020 due to risk and control concerns that led to consent orders with the Federal Reserve Board and the Office of the Comptroller of the Currency in 2020. A portion of this reduction was a one-time shared responsibility adjustment impacting the Executive Management Team.

In 2020, Citigroup reported net income of $11.4 billion on revenues of $74.3 billion, compared to $19.4 billion in net income on the same revenue base in 2019. Earnings per share fell 39% to $4.87, primarily due to a $9.8 billion build in the allowance for credit losses. While revenues remained resilient, the decrease in profitability and the identified risk and control issues were considered by the Compensation Committee in determining Mr. Corbat's reduced incentive award.

The total incentive award of $17.535 million for 2020 is comprised of 30% cash ($5.260 million), 35% deferred stock ($6.137 million) vesting over four years, and 35% Performance Share Units ($6.137 million) vesting based on three-year performance conditions related to return on tangible common equity and tangible book value per share.