8-KLeadership ChangesExhibits & Filings

JPMORGAN CHASE & CO 8-K Report, Executive Changes (Jan 20, 2022)

Filed January 20, 2022For Securities:JPMJPM-PCJPM-PDJPM-PKJPM-PLJPM-PMJPM-PJAMJBVYLD

Summary

This 8-K filing from JPMorgan Chase & Co. (JPM) on January 20, 2022, primarily announces the compensation package for CEO James Dimon for the fiscal year 2021. Mr. Dimon's total compensation increased to $34.5 million, up from $31.5 million in the prior year. This includes a base salary of $1.5 million and $33 million in performance-based variable incentive compensation, the latter comprising $5 million in cash and $28 million in Performance Share Units (PSUs). The structure and key features of the PSU program remain consistent with the previous year, emphasizing return on tangible common equity (ROTCE) with specific performance goals and vesting requirements. The Board of Directors based this compensation decision on the Firm's robust performance in 2021, citing record revenue of $125.3 billion and net income of $48.3 billion, with a ROTCE of 23%. The filing highlights the Firm's ability to navigate challenges like the COVID-19 pandemic and supply chain disruptions while serving clients globally, supporting employees, and investing in strategic initiatives. This strong financial performance, coupled with a reinforced balance sheet, significant client credit provision, digital advancements, and community investments, underpinned the decision on executive compensation.

Key Highlights

  • 1James Dimon's total compensation for 2021 increased to $34.5 million, from $31.5 million in 2020.
  • 2The 2021 compensation includes a $1.5 million base salary and $33 million in performance-based variable incentive compensation.
  • 3A significant portion ($28 million) of the variable incentive is in Performance Share Units (PSUs), with $5 million paid in cash.
  • 4The PSU program's core features, including performance metrics (ROTCE), payout levels, and vesting, remain consistent with the prior year.
  • 5The Board cited the Firm's strong 2021 financial results, including record revenue ($125.3 billion) and net income ($48.3 billion), as a key factor in determining compensation.
  • 6JPMorgan Chase reported a ROTCE of 23% for 2021, alongside a strengthened balance sheet and significant client credit and capital provision.
  • 7The filing underscores the Firm's strategic investments and operational resilience amidst economic challenges.

Frequently Asked Questions

James Dimon's total compensation for 2021 was $34,500,000. This is an increase from his 2020 compensation of $31,500,000.

His 2021 compensation consists of a base salary of $1,500,000 and $33,000,000 in performance-based variable incentive compensation. The variable portion is comprised of $5,000,000 in cash and $28,000,000 in Performance Share Units (PSUs).

The independent members of the Board of Directors based their decision on the Firm's strong performance in 2021 and over the long term. This includes record revenue and net income, a high ROTCE of 23%, continued service to clients, operational resilience, strategic investments, and a reinforced balance sheet.

Yes, a key financial metric for the performance-based variable incentive, particularly the PSUs, is the Firm's return on tangible common equity (ROTCE), which has both absolute and relative performance goals. The structure and features of the PSU program are consistent with the previous year.