Visa Boosts CEO Compensation Target After Scharf’s Departure

  • Al Kelly’s $15.4 million target tops Scharf’s 2015 pay by 31%
  • New CEO’s annual compensation on par with Mastercard’s Banga

Visa Inc.’s incoming Chief Executive Officer Alfred F. Kelly will enter the job with a $15.4 million target compensation. That’s 31 percent above his predecessor’s pay reported in the proxy filings’ summary compensation table for fiscal 2015 and about on par with Mastercard Inc.’s CEO Ajay Banga.

Kelly, 58, who takes over at the world’s largest payments network on Dec. 1, will get a $1.25 million salary and a bonus with a $3.13 million target payout, the San Francisco-based company said Friday in a regulatory filing. He’ll also receive at least $6.3 million in stock meant to replace awards from his former employer, on top of an annual equity award valued at $11 million.

That puts Kelly on equal footing with Banga, 56, who has consistently collected bigger paychecks than Charlie Scharf. Since the latter took over Visa in November 2012, shares of both companies have rallied as consumers have increasingly abandoned cash and checks in favor of electronic payments, making Scharf a relative bargain compared with his competitor.

Visa had a total shareholder return -- stock price change plus dividends -- of 145 percent from when Scharf took over through Friday’s close. That compares with 129 percent for Mastercard and 65 percent for the S&P 500 Index. In fiscal years 2013 through 2015, the outgoing CEO took home a combined $26.9 million, including salary, bonuses, benefits and the value of vested stock awards. That’s less than half of the $68 million Banga reaped in that period, according to data compiled by Bloomberg. Neither company has released compensation figures for fiscal 2016.

“The primary shortcoming of Mastercard against Visa has been the U.S. credit-card business,” said David Ritter, a Bloomberg Intelligence analyst. Visa struck deals last year with two high-profile accounts: United Services Automobile Association, which dropped Mastercard after a 30-year partnership, and Costco Wholesale Corp., which ended its agreement with American Express Co.

Seth Eisen, a spokesman for Purchase, New York-based Mastercard, declined to comment, while Visa’s Connie Kim didn’t immediately respond to requests for comment.

About half of Scharf’s take-home pay came from restricted stock awards that vested after the company achieved earnings-per-share and stock return goals. He could have cashed in an additional $17 million if he’d exercised stock options Visa granted him after he was hired and as part of his annual equity grants. Banga had vested but unexercised options worth about $50 million at the end of 2015, filings show. Visa shares rose 1 percent on Monday to close at $83.17 in New York.

Scharf, 51, who told his staff in a memo last week that he stepped down to be closer to his family on the East Coast, was required to maintain his primary residence in San Francisco under the terms of his employment agreement. Kelly’s offer letter doesn’t include a similar provision, Sandler O’Neill & Partners analysts Christopher Donat and Crispin Love wrote in a note to clients on Monday. Kelly will be based in New York but told analysts last week that he would be “anywhere I’m needed.”

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