8-KLeadership Changes

EQUIFAX INC 8-K Report, Executive Changes (Mar 27, 2009)

Filed March 27, 2009For Securities:EFX

Summary

This 8-K filing by Equifax Inc. (EFX) on March 27, 2009, primarily details the Compensation, Human Resources and Management Succession Committee's approved performance measures for the fiscal year 2009 annual incentive program (AIP) for its named executive officers. The report outlines the formulas for determining maximum annual incentive awards and the targets for actual payouts, which are tied to specific company and individual performance metrics. Key to investors is the structure of executive compensation for 2009, which links bonuses to financial results such as adjusted earnings per share (EPS) and revenue, as well as individual management objectives. The company is structuring these incentives to aim for tax deductibility under Section 162(m) of the Internal Revenue Code. The report also confirms that bonus targets as a percentage of base salary remain unchanged from 2008 for most officers, indicating a level of continuity in compensation philosophy despite the economic environment.

Key Highlights

  • 1Equifax's Compensation Committee approved 2009 performance measures for the Annual Incentive Plan (AIP) for named executive officers.
  • 2Maximum annual incentive awards are tied to a percentage of the Company's 2009 operating income, with specific percentages for the CEO and other officers.
  • 3The maximum award for any named executive is capped at $5 million, as per the shareholder-approved 2008 Omnibus Incentive Plan.
  • 4Actual AIP award payouts can range from 0% to 200% of the target incentive, dependent on performance against pre-determined goals.
  • 5For most named executive officers, target incentive awards are 60% of base salary, with the CEO at 100% and William Canfield at 75%, unchanged from 2008.
  • 6Performance goals for 2009 for most officers are based on adjusted earnings per share (65%), revenue (15%), and individual management objectives (20%).
  • 7Goals for William Canfield (President, TALX) are weighted differently, including Company adjusted EPS (30%), TALX operating income (20%), TALX revenue (30%), and individual objectives (20%).

Frequently Asked Questions

The main purpose of this 8-K filing is to disclose the performance measures and incentive structures approved by Equifax's Compensation Committee for its named executive officers for the fiscal year 2009 Annual Incentive Plan (AIP). It details how executive bonuses will be calculated based on company and individual performance.

Executive bonuses for 2009 are determined based on performance against pre-determined goals, with actual awards potentially ranging from 0% to 200% of the target incentive. The targets themselves are a percentage of base salary (unchanged from 2008 for most). Performance is measured against metrics like adjusted earnings per share, revenue, and individual management objectives, with specific weightings for different executives.

Yes, the company has structured the 2009 AIP to qualify, to the extent possible, cash compensation paid to officers as tax-deductible, subject to the limitations of Section 162(m) of the Internal Revenue Code.

The primary KPIs include the Company's adjusted earnings per share (EPS) and revenue. For most officers, these account for 80% of the performance metrics (65% for adjusted EPS, 15% for revenue), with individual management objectives making up the remaining 20%. For William Canfield, President of TALX, the metrics also include TALX's operating income.