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STEP 1

CONTINGENT PBRS GRANT BASED ON PRIOR YEAR’S PERFORMANCE

In this step, the Compensation Committee determines the February LTI award for the CEO and President. The

contingent award was equal to 100% of the prior year’s total LTI grant date award value. The contingent grant for

2016 totaled 80,075 shares for the CEO and 50,055 shares for the President. See “2016 Grants of Plan-based

Awards” table for additional information.

STEP 2

DETERMINE THE COMPANY’S RELATIVE FINANCIAL AND TSR PERFORMANCE

At the end of the calendar year, the Compensation Committee reviews the Company’s actual results for the year

using the following metrics to determine the final total PBRS grants for the CEO and the President.

Relative financial performance

(total weight:

56%)

, measured by:

●●

Revenue growth

●●

Net income growth

●●

Premium income

growth

●●

EPS growth

●●

Return on revenues

●●

Return on average

equity

●●

Return on average

assets

Relative TSR performance

(total weight: 44%)

,

measured by:

●●

1-year TSR

●●

3-year TSR

STEP 3

ASSESS CEO COMPENSATION AT PEER

COMPANIES

In conjunction with the relative performance

assessment, the Compensation Committee evaluates

total compensation levels for the CEO relative to

the peer group with the help of the compensation

consultant. The highest and lowest paid CEOs among

the peers are removed from the data set to mitigate the

effect of the outliers.

STEP 4

CALCULATE TOTAL DIRECT

COMPENSATION FOR THE CEO BASED

UPON THE COMPANY’S PERFORMANCE

PERCENTILE RANKING VERSUS PEERS

The Company’s relative performance percentile ranking

(for 2016, 5 out of 18, or 77th percentile ranking) is

applied to the peer CEO compensation data compiled

in Step 3 for the applicable year to derive an implied

total compensation amount for the Company’s CEO.

The Company’s rank in comparison to our peer group

on each of these metrics is shown in the table to the

left. The lower the total weighted composite score, the

higher a company’s overall ranking.

Based upon an analysis of the Company’s relative

financial performance and TSR, the Company ranked

5. The Company’s performance rank significantly

improved compared to the prior year’s assessment

of relative performance when the Company ranked

10 out of 18 companies.

(1) For the trailing twelve months ending September 30, 2016.

(2) As of September 30, 2016.

(3) As of December 31, 2016, when data was compiled for the performance

review by the Compensation Committee.

(4) A weighting of “1” means the related metric is worth approximately 5.56%

of the total score, and a weighting of “4” means a worth of approximately

22.22% of the total.

Aflac Incorporated

Relative Ranking

(out of 18

companies)

Weightings

(4)

Totals

Revenue 1-Year Growth(1)

9

1

9

Net Income 1-Year Growth(1)

6

1

6

Premium Income 1-Year Growth(1)

11

1

11

EPS 1-Year Growth(1)

5

1

5

Return on Revenues 2016(1)

1

2

2

Return on Average Equity 2016(2)

3

2

6

Return on Average Assets 2016(2)

7

2

14

1-Year Indexed TSR

(12/31/15–12/31/16)

(3)

7

4

28

3-Year Indexed TSR

(12/31/13–12/31/16)

(3)

16

4

64

Composite Score

— —

145

Performance Rank

— —

5

2016 FINANCIAL PERFORMANCE RANKING MATRIX: AFLAC INCORPORATED RELATIVE

RANKING AMONG PEER GROUP

Compensation Discussion & Analysis

|

 CEO and President Compensation and Pay-for-Performance

AFLAC INCORPORATED

2017 PROXY STATEMENT

40