Executive Compensation: A Modern Primer

Abstract

This paper reviews the theoretical and empirical literature on executive compensation. We start by presenting data on the level of CEO pay over time, across firms, and compared to non-executive pay; the changing composition of pay; and the strength of CEO incentives. We compare pay in U.S. public firms to private and non-U.S. firms. We then critically analyze three non-exclusive explanations for what drives executive pay - shareholder value maximization by boards, rent extraction by executives, and institutional factors such as regulation, taxation, and accounting policy. We confront each hypothesis with the evidence. While shareholder value maximization appears consistent with much of it, no single explanation can account for all current practices and historical trends; we highlight major gaps for future research. We discuss evidence on the effects of executive pay, highlighting recent identification strategies, and suggest policy implications grounded in theoretical and empirical research. Our survey has two main goals. First, we aim to tightly link the theoretical literature to the empirical evidence, and combine the insights contributed by all three views on the drivers of pay. Second, we aim to provide a user-friendly guide to executive compensation, presenting shareholder value theories using a simple unifying model, and discussing the challenges and methodological issues with empirical research.

Keywords: Executive compensation, contract theory, principal-agent problem, rent extraction, optimal contracting

JEL Classification: D86, G34