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Long-Term Incentive Plans in Private vs. Public Companies

Written by Nataliya Galasyuk

February 29, 2024

23110131TG-Long-Term Incentive Plans in Private vs. Public Companies

Long-term incentive plans (LTIPs) are key in executive compensation. LTIPs reward employees for reaching set goals. They must align employee and shareholder interests. Employees understand key performance factors that can improve the business and yield rewards. This will ensure sustainable growth within a company and employee satisfaction. LTIPs are crucial for success.

For public and private companies, LTIPs vary significantly. The difference in size, ownership structure, regulatory requirements, and strategic goals create various advantages and challenges. This article will elaborate on these differences.

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Equity-Based Incentives in Long-Term Incentive Plans

In the private sector, equity-based LTIPs usually entail stock or restricted stock units (RSUs). Their goal is to encourage long-term commitment. Stakeholders are typically interested in long-term growth as well. Employees can purchase shares after a certain tenure. The company will set a vesting period and predetermined price. Private companies can have higher potential rewards but more constraints in realizing them.

In public companies, stock options and RSUs must adhere to public disclosure requirements. Disclosure and governance regulations can come from the Securities and Exchange Commission (SEC) regulations, the Sarbanes-Oxley Act, and the Dodd-Frank Act. Public stock incentives have more liquidity. There may be lower potential but more certainty in realizing equity.

Cash-Based Incentives in Long-Term Incentive Plans

Cash-based incentives in private companies have a flexible and discrete structure. They have more autonomy when creating and adjusting these plans. Cash-based LTIPs simulate equity value, such as phantom stock and stock appreciation rights. Private companies must have deferred compensation plans or long-term cash bonuses based on company performance.

Public companies combine cash-based LTIPs with equity-based ones. They are more inclined to offer stock incentives. Their performance is determined based on publicly available financial metrics. As they have more of a short-term focus, it may impact turnover rates.

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Performance Metrics in Long-Term Incentive Plans

Private companies are more flexible when choosing performance metrics for LTIPs. They can have internal financial goals or choose non-financial metrics. Non-financial metrics include customer satisfaction or innovation. Private companies will tailor their metrics to holistic strategic objectives with a holistic or long-term perspective.

Public companies are less flexible with performance metrics. They must adhere to market-based, standardized metrics and are tied to financial performance. This can be earnings per share, total shareholder return, or revenue growth. Being the public sector, these metrics receive more scrutiny from regulatory bodies.

Regulatory Environment in Long-Term Incentive Plans

When it comes to regulations, private companies have fewer obligations. They have less stringent environmental regulations but must comply with federal, state, and local laws within their industry. There is less pressure to disclose environmental, social, and governance (ESG) performance. But some will choose to voluntarily disclose this information.

On the other hand, public companies must register their stocks and bonds with the SEC according to disclosure requirements. They have rigorous environmental regulations. It is expected that public companies disclose their ESG performance as it influences valuation, risk, and opportunities. Investors and stakeholders must always be in the loop.

Challenges and Considerations for Long-Term Incentive Plans

When it comes to challenges and considerations, the private sector often has more agility and adaptability. Because they have fewer regulatory obligations, they can quickly adjust. But they can struggle to obtain enough capital, resources, and talent to support digital initiatives. The private sector may involve complex legal, financial, and emotional considerations as well.

Public companies face market pressures. They may struggle to change business models and governance to align with digital transformations. But they can access more resources and incentives through public funding. They must be considerate of shareholder preferences with every strategy shift. Public companies have serious sustainability and social responsibilities with strict reporting requirements.

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Final Comments

There are similarities between long-term incentive plans for private and public companies. They both have certain expectations and requirements. But, LTIPs in private companies are less liquid than public ones. They focus on cash-based incentives while public companies prefer stock. Private companies prioritize their long-term goals, encouraging employee retention. Public companies may face high turnover due to short-term focus.

Private and public companies both need long-term incentive plans to achieve their strategic objectives. They are key to aligning employee interests with company goals. These two are powerful tools to motivate and retain talent.

No matter the differences between the public and private sectors, it comes down to careful planning, clear communication, and sustainability.

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