How Compensation is Delivered
Key Compensation Components
The compensation of our executives is separated into the following three key components that are described in more detail below: (1) base salary, (2) annual incentive cash compensation, and (3) long-term equity and performance cash incentives.
1. Base Salary
The Compensation Committee generally targets base salaries of our executive officers within the median range of the marketplace for executives with similar responsibilities. The Compensation Committee considers the competitive market data noted above when setting base salary. Salary adjustments have been typically made in June of each year and are based on the individual’s experience and background, the general movement of salaries in the marketplace, the Company’s financial performance and a qualitative assessment of the individual’s performance by his or her immediate supervisor, or in the case of the Chief Executive Officer, by the Compensation Committee. In addition to its assessment of the Chief Executive Officer’s performance, the Compensation Committee reviews the performance evaluations provided by the Chief Executive Officer for each of the Company’s other executive officers. In response to the market and individual performance data, the Compensation Committee may elect to provide an executive officer with a base salary that is above, at or below the market median at any point in time.
Fiscal Year 2018 and Fiscal Year 2019 Base Salaries
In June 2017, when the Compensation Committee finalized all pay decisions for fiscal year 2018, management recommended and the Compensation Committee agreed to freeze the base salaries of all of our management, including our NEOs, together with a freeze of all promotions and hiring for fiscal year 2018, subject to certain rare exceptions. In June 2017, the Compensation Committee increased the salaries of Messrs. Corbett and Phillips as noted below in recognition of their increased responsibilities resulting from the changes to corporate organization restructuring. In June 2018, the Compensation Committee, after considering the updated market survey and Proxy Peer Group data provided by Pearl Meyer, increased the base salaries for all of our actively serving NEOs (except for Messrs. Corbett and Phillips, whose base salaries increased in connection with their promotions to Senior Vice President effective June 1, 2018) by an average of 3.0% in order to keep their base salaries competitive in light of the Pearl Meyer competitive market data provided at the time and in recognition of their experience, background and performance. The following table summarizes these changes in base salaries:
Named Executive Officers
Base Salary Prior to June 8, 2017
Base Salary Effective June 8, 2017
Base Salary Effective June 1, 2018
Jonathan E. Baliff
L. Don Miller
Brian J. Allman
E. Chipman Earle(4)
In recognition of an increase in responsibilities resulting from corporate organizational restructuring, (i) Mr. Corbett was promoted to Vice President, Europe, Africa, Middle East, Asia (EAMEA) as of June 8, 2017, at which time his base salary was increased in connection with his promotion from $238,537 to $308,695, and (ii) Mr. Phillips was promoted to Vice President, Americas as of June 8, 2017, at which time his base salary was increased in connection with his promotion from $285,000 to $310,000.
Mr. Corbett was promoted to Senior Vice President, Europe, Africa, Middle East, Asia (EAMEA) effective June 1, 2018, at which time his base salary was increased in connection with his promotion from $308,695 to $390,000.
Mr. Phillips was promoted to Senior Vice President, Americas effective June 1, 2018, at which time his base salary was increased in connection with his promotion from $310,000 to $390,000.
Messrs. Akiri and Earle departed the Company on June 8, 2017 but provided transition support services through July 8, 2017.
BRISTOW GROUP INC. – 2018 Proxy Statement – 33