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Both a popular and an academic literature point out that the pay of chief
executive officers (CEOs) is not systematically related to the performance of
firms (Deckop, 1987; Lawler, 1971; Redling, 1981; Rich & Larson, 1984;
Roberts, 1959). Although profitability does show up as an important predic-
tor of CEOs' compensation in some studies (Agarwal, 1981; Lewellen &
Huntsman, 1970), a long stream of research has shown that a company's size
is the main predictor of executives' pay (e.g., Baumol, 1959; Dyl, 1985; Fox,
1980; McGuire, Chiu, & Elbing, 1962; Rich & Larson, 1984). The findings
reported in most of this research also show that, with size controlled, the
performance of firms has little or no bearing on executives' compensation.
This study addressed the differential effects of company size and perfor-
mance on executives' compensation in owner-controlled and management-
controlled firms. Its central argument is that CEOs' pay is more responsive to
performance in owner-controlled firms with dominant stockholders.
COMPANY SIZE AND EXECUTIVE COMPENSATION
The correlation between a firm's size and a CEO's pay level is not surpris-
ing and has several logical explanations. Simon (1957) argued that organiza-
tions attempt to maintain appropriate salary differentials between manage-
ment levels and establish these pay differentials not in absolute terms, but as
ratios. Consequently, the compensation of chief executive officers should be
greater in large firms because they tend to have more executive levels. In this
vein, Mahoney (1979) studied pay differentials between executive grades
and concluded that a difference between two levels is normally equivalent to
a 30 to 40 percent difference in compensation. Thus, many organizational
levels implies high pay at the top. The assumption that large firms will have
51
METHODS
Sample
In its annual survey of executive compensation for the years 1979 through
1982, Business Week (1980-83) published a list of 71 companies that an
executive firm randomly selected from the 400 manufacturing firms listed in
Standard & Poor's COMPUSTAT? tapes as largest in terms of sales. This list
of companies, which appears in Table 1, provided our sample. All 71 corpo-
rations are classified as manufacturers1 on the basis of corresponding three-
digit Standard Industrial Classification codes. We gathered statistical data
for each firm, including CEOs and their compensation, from Standard &
Poor's Directory, Business Week, and corporate annual reports, for 1979
through 1982. A four-year period is long enough to limit the influence of
short-term irregularities, but short enough that management's philosophy
and structure can be thought of as continuous (McEachern, 1975). Of the 71
organizations studied, 68 percent had annual sales exceeding $1 billion
dollars.
Measures
Ownership. Although the precise functional relationship between con-
centration of ownership and control is unknown, research spanning more
than 50 years suggests that the proportion of stock required to exercise signifi-
cant control in large firms may be quite small. A study conducted by the
Securities and Exchange Commission in 1937 argued that 10 percent stock
ownership was sufficient to allow exercise of substantial influence over a
firm. By the early 1960s, researchers were applying a lower cutoff point-5
percent stock ownership-to distinguish between owner- and management-
controlled firms. They argued that as firms grew and stocks became more
widely distributed, the fraction needed to exercise control would shrink.
Using this 5 percent ownership convention, researchers have demonstrated
significant differences between owner- and management-controlled firms on
1 Previous surveys have shown minor differences in CEOs' pay for firms of similar size
within manufacturing subsectors-durable compared to nondurable, for example-but these are
not of great magnitude, as would be the case for comparisons of CEOs' pay across diverse
industries like banking, manufacturing, and agriculture (Smart, 1985). We found no significant
differences in executives' compensation by product line in the sample of firms used in this
study.
TABLE 1
Firms in Samplea
aN = 71.
TABLE 2
Results of Principal-Axis Factor Analysis with Varimax Rotation:
Scale and Performance Indicators
Factor 1 Factor 2
Financial Items Scale Performance
Dollar sales .921 .005
Dollar profits .927 .306
Percent change in sales .048 .662
Percent change in profits .007 .723
Percent change in dividends .115 .652
Common market value .118 .622
Return on equity .035 .878
Earnings per share .229 .767
Percent change in stock price x shares .063 .420
Eigenvalues 4.810 2.426
Percent of variance 59.7 40.3
RESULTS
Table 4 shows the separate regression results for the management- and
owner-controlled firms. As the first three columns show, only performance
reaches statistical significance as a predictor for each of the absolute
compensation measures in the owner-controlled group. In the management-
controlled firms, on the other hand, scale is the only predictor of base salary
and the main predictor of bonuses and total compensation, although perfor-
mance does have a major effect on long-term income.
Table 4 also shows that performance explains seven times the amount of
variance in the percent change in total compensation for the owner-controlled
group relative to the management-controlled group (AR2 = .231 versus AR2 =
.038). The performance factor reached statistical significance at the .01 level
only in the owner-controlled firms for percent changes in salary, bonuses,
and long-term income.
For the measures of compensation mix, shown in the last three columns
of Table 4, the owner- and management-controlled groups behaved similarly.
Performance is negatively related to base salary and bonuses as percentages
of total compensation and positively related to long-term income as a per-
centage of total compensation. However, a test of proportion showed that the
differences between the owner- and management-controlled groups on the
fractions of compensation devoted to salary (46.14% vs. 42.04%), bonuses
(33.4% vs. 34.2%), and long-term income (20.5% vs. 23.7%) did not reach
statistical significance, thereby failing to support Hypothesis 5a.
The Chow tests indicate that, with the exception of absolute long-term
income (p < .10) and the compensation mix equations (n.s.), there are signifi-
cant differences in the slopes of the regression equations between owner-
and management-controlled firms, providing general support for Hypothesis
1-4 but not for Hypothesis 5b. Table 5 summarizes the regression results in
terms of the hypothesized relationships, again illustrating support for all but
the hypotheses concerning compensation mix.
DISCUSSION
A firm's type of ownership significantly affects its CEO's pay. When
there are dominant stockholders, CEOs' compensation levels primarily re-
flect their firms' performance levels-these executives are paid more for per-
formance and less for the scale of operation than CEOs in firms without
dominant stockholders. We found this to be true for both pay level and its
rate of change over time.
Compensation mix does not differ for the two types of firms, and long-
term income, as a proportion of total compensation, appears to be closely
associated with performance in both owner- and management-controlled
firms. The U.S. tax system may promote this similarity. The value of any
financial reward depends on the stream of income after taxes. When federal
and state income taxes are included, the marginal tax rate for an executive in
a large corporation could approach 70 percent during the period of this
Owner-controlled M
Yearly As Percent of
Compensation Items Absolute Percent Change Total Packageb Absolute
Base salary Performance Performance Performance Scale
study (Brigham, 1985). But the Internal Revenue Service defines most long-
term income like stocks, bonds, and performance shares as capital assets that
are generally nontaxable until converted into cash, when they are taxed at
the rate that applies to ordinary income like salary and bonuses. Because tax
regulations apply equally to all executives, they induce both owner- and
management-controlled firms to distribute CEO compensation into the same
categories.
This study also showed that performance does have a significant effect
on executives' compensation in both owner- and management-controlled
firms; however, it is a much weaker predictor of executives' compensation in
the second. These findings may help explain the inconsistent results of
previous studies that did not control for type of ownership. If a population
consists mostly of management-controlled firms, scale is likely to be the
main predictor of executives' compensation. In an owner-controlled popula-
tion, on the other hand, performance is the most likely determinant of
executives' compensation, with scale playing a secondary role.
Some Social Implications
Currently, executive compensation is attracting extensive critical com-
ment-not surprising, since over the past ten years the salaries and bonuses of
CEOs have increased about 40 percent faster than the average hourly earn-
ings for nonfarm workers (Sibson & Co., 1985). CEOs' ability to influence
their own pay levels, subject to few constraints, may in part explain this
trend. Williams pointed out that:
In practice, contrary to the basic tenets of the [compensation]
model procedure, the chief executive often has his hand in the
pay setting process almost from the first step. He generally
approves, or at least knows about, the recommendation of his
personnelexecutive beforeit goes to the compensationcommittee,
and may take a pregame pass at the consultant's recommenda-
tion too. Both (personnel executives and consultants) rely upon
the good graces of the chief executive for their livelihood. The
consultantin particular-who is typically hiredby management-
would like to be invited for a return engagement. The board's
compensation committee doesn't operate independently of the
chief executive either (1985: 66-67).
This study also has implications for compensation's role in motivating
executives. Management-controlled firms clearly design compensation sys-
tems to avoid the vagaries of fluctuating performance and to take advantage
of a more stable factor, size. At the same time, executives in management-
controlled firms, who apparently do take advantage of performance with
respect to long-term income, appeared to have the best of both worlds. Their
basic salaries were functions of firm size, a relatively stable factor, their
long-term incomes were greater when performance was good, and the scale
of their organizations provided a downside hedge against poor performance.
The managers in the owner-controlled firms were in riskier positions-they
were primarily rewarded for performance, a more variable and risky factor,
in all components of compensation.
The compensation structures of management-controlled firms are not
designed well enough to maximize economic efficiency and profitability. A
significant literature shows that management-controlled firms tend to be
risk-averse, to overstate profits, to engage in activities designed to increase
size, and to engage in merger and acquisition activity (Blair & Kaserman,
1983) that may be economically inefficient (Hayes & Abernathy, 1980). Per-
haps very little can be done to change this situation; the individual stock-
holders of management-controlled firms cannot sufficiently influence these
operations, given the broad spread of ownership. Stockholders may find it
difficult to form coalitions because they usually must communicate through
a firm's management, which may not view such owner coalitions as in its
best interests. Neither can large institutional investors be expected to join
together to pressure executives in management-controlled firms to change
their approach, for to a large extent, the behavior of management-controlled
firms is attractive to them. Such firms typically avoid risk and protect and
build assets through growth. Institutional investors may find these accept-
able tradeoffs against higher profitability with more risk.
These findings raise some important normative issues about managerial
accountability and power relative to owners. In .an owner-controlled firm,
the dominant stockholder may have the power and the incentive to align the
compensation of a hired CEO with the firm's performance. Executives in
management-controlled firms, on the other hand, recognize their positions
as sources of discretion and may use this power to further their own interests.
Such strategies, however, may not go unnoticed by investors, who discount
the value of equity in those firms (Beaver & Dukes, 1973). Whether this is
normatively good or bad depends on the perspective taken on the proper
relationship between owners and managers. To someone who believes that
owners are entitled to receive the best possible return on their investment
and that they hire managers to strive for this, this situation is certainly less
than desirable.
Perhaps legislation or other regulation may shift the balance of power
toward equity holders and help resolve these conflicts. Tax laws may help
align managers' interests with those of stockholders with respect to long-
term income (Baumol, 1959; Marris, 1967); the little empirical evidence on
this point is supportive. Lewellen (1968, 1969) found that deferred executive
compensation increased dramatically during the 1950s and 1960s as a result
of tax legislation favoring such postponement and concluded that so much
of CEOs' yearly compensation in large firms was traceable to long-term in-
come that the interests of managers and stockholders could not be easily
differentiated.
Some Implications for Research and Theory
A number of interesting empirical and theoretical issues warrant
consideration. For example, the small number of variables we studied im-
plies that other, excluded factors may have strong effects on the observed
relationships. Differences in organizational complexity, executives' ages and
tenure, customary practices, and even geographical location may affect
executives' compensation.
Another issue is the impossibility of knowing the various performance
outcomes under alternative stewardships. What would a firm's performance
be without a particular executive? If a replacement would not do much
better than an incumbent, the latter's high pay may be justified, perhaps
even as compensation for the high risk of working for a company that is
performing poorly.
Since the firms used in this study were among the largest U.S. corpora-
tions, there is also a question of generalizability. If we had included smaller
firms, size's effects on CEOs' pay may have been more dramatic for a variety
of reasons. First, the executive market is much more competitive for small
firms, so replacements are easier to find and the market rate of pay for
executives is lower (McCann & Hinkin, 1984; Smart, 1985). Second, because
executive compensation as a proportion of total operating costs tends to be
inversely related to company size, ownership's effect on CEOs' compensa-
tion should be even stronger in small firms. Finally, the consequences of
poor performance by a CEO are more disastrous in small firms, since
largeness and diversification tend to minimize any single individual's influ-
ence on an organization (Hall, 1977). Other evidence suggests that changing
top management has less effect on organizational performance in large orga-
nizations (Grusky, 1963; Kriesberg, 1962).
Compensation mix tends to be similar for management- and owner-
controlled firms. For future research, it would be interesting to determine if
there are differential patterns in the structure of long-term income used in
both types of firms. Many such programs are available-incentive stock
options, stock option multiples, stock purchase plans, junior stocks, convert-
ible debentures, performance shares, performance unit plans, and phantom
stocks, to name a few. These differ significantly in terms of downside risks,
orientation toward goal achievement, investment required from executives
financing, time horizons, provisions for discretionary adjustments, restric-
tions in transfers or sales, and criteria used to determine payment (Ellig,
1984; Rich & Larson, 1984). Unfortunately, most of this information is un-
available in published sources, and much of its is proprietary.
Finally, the results reported here and previous research on managers'
behavior in these two different types of firms suggest that type of control
may be a vital concept for organizational theorists to consider. McEachern
(1975) and this study have shown that these two types of firms approach
paying top executives differently. Other studies have demonstrated differ-
ences in accounting practices, risk aversion, profitability, and propensity to
engage in growth-oriented activities like mergers. If all these actions are
components of the strategies of firms, type of control may be usefully inte-
grated into the literature about organizational strategy and environmental
adaptation. For instance, although Snow and Hrebiniak (1980) did not find
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Luis R. Gomez-Mejia earned his Ph.D. degree in industrial relations from the University
of Minnesota. He is now an associate professor of management at the University of
Colorado, Boulder.
Henry Tosi earned his Ph.D. degree in management from Ohio State University. He is
now a professor of management at the University of Florida.
Timothy R. Hinkin earned his Ph.D. degree at the University of Florida. He is now an
assistant professor of management at the McIntire School of Commerce, University of
Virginia. His current research interests include power and influence in organizations.