Historical Resolution Tracking Feature » CEO At-Risk Compensation

Important note: The explanatory text provided through this database (including the summary, implementation actions, identification of related resolutions, and additional information) is an interpretation or an explanation that has no official authority and does not represent the purpose behind the Board actions, nor does any explanations or interpretations modify or override the Resolutions themselves. Resolutions can only be modified through further act of the ICANN Board.

CEO At-Risk Compensation

Resolution of the ICANN Board

Topic:

At-Risk Component of CEO Compensation

Summary:

Board approves payment to the President and CEO for his FY13 T2 at-risk compensation component.

Category:

Administration and Budget

Meeting Date:

Sat, 18 May 2013

Resolution Number:

2013.05.18.13 – 2013.05.18.14

URL for Resolution:

http://www.icann.org/en/groups/board/documents/resolutions-18may13-en.htm

Resolution Text:

Whereas, each Board member has confirmed that he/she does not have a conflict of interest with respect to establishing the amount of payment for the President and CEO’s FY13 T2 at-risk compensation payment. Whereas, the Compensation Committee recommended that the Board approve payment to the President and CEO for his FY13 T2 at-risk compensation. Resolved (2013.05.18.13), the Board hereby approves a payment to the President and CEO for his FY13 T2 at-risk compensation component. Resolved (2013.05.18.14), specific items within this resolution shall remain confidential as an "action relating to personnel or employment matters", pursuant to Article III, section 5.2 of the ICANN Bylaws.

Rationale for Resolution:

When the President and CEO was hired, he was offered a based salary, plus an at-risk component of his compensation package. Consistent with all ICANN staff, the President and CEO is evaluated against specific goals that he sets in coordination with the Compensation Committee. In Beijing, the Compensation Committee recommended that the Board approve the President and CEO’s at-risk Compensation for the second trimester of FY13 and the Board agrees with that recommendation. While this will have a fiscal impact on ICANN, it is an impact that was contemplated in the FY13 budget. This decision will not have an impact on the security, stability or resiliency of the domain name system. This in an Organizational Administrative Function that does not require public comment.