Thomas Wojcik
About Thomas Wojcik
Thomas M. Wojcik is President and Chief Operating Officer of Affiliated Managers Group (AMG). He joined AMG in 2019, served as CFO from 2019–March 2024, became COO on April 1, 2024, and was appointed President on June 3, 2025; he is 44 years old, holds a B.A. in Economics from Duke University and an MBA from The Wharton School, and previously held senior finance/strategy roles at BlackRock and investing roles at Hunter Global, Durham Asset Management, and Nautic Partners, with earlier investment banking experience at Merrill Lynch . During the latest year, AMG delivered Adjusted EBITDA of $973.1 million (+4% YoY) and Economic EPS of $21.36 (+10% YoY), and its stock rose 12% over the three years ended December 31, 2024, outperforming the peer median (-3%)—key context for evaluating pay-for-performance alignment in Wojcik’s incentive structure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AMG | President & Chief Operating Officer | Jun 2025–present | Expanded leadership over strategy execution and operations alongside CEO . |
| AMG | Chief Operating Officer | Apr 2024–Jun 2025 | Led capital formation and strategic execution; transitioned from CFO . |
| AMG | Chief Financial Officer | 2019–Mar 2024 | Led finance and capital management during portfolio evolution toward alternatives . |
| BlackRock, Inc. | CFO EMEA; Head of EMEA Strategy; Global Head of IR | Prior to 2019 | Senior leadership roles across finance, strategy, and investor relations . |
| Hunter Global, Durham Asset Management, Nautic Partners | Investor | 2002–2011 | Buy-side investing across alternatives and long-only strategies . |
| Merrill Lynch & Co. | Investment Banking, FIG | 2002–2011 | Advised financial institutions; foundation for later capital allocation roles . |
External Roles
- Not specified for Mr. Wojcik in AMG’s 2025 DEF 14A executive officer disclosures .
Fixed Compensation
| Year | Base Salary ($) | Cash Bonus - Non-Equity Incentive Plan ($) | All Other Comp ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 500,000 | 3,441,000 | 28,845 | 6,508,845 |
| 2023 | 500,000 | 2,526,000 | 23,640 | 6,550,640 |
| 2022 | 500,000 | 3,167,000 | 32,140 | 6,649,140 |
Notes:
- Annual Incentive Compensation determined by a formulaic scorecard; for 2024, the result produced $7.9 million for the COO (total cash + equity incentive) . Non-CEO NEOs have an annual incentive cap of $10.0 million .
Performance Compensation
2024 Annual Incentive Scorecard (applies formulaically to all NEOs)
Equal weighting across 9 quantitative metrics (11.1% each). The overall 2024 Performance Assessment score was 118% .
| Metric | Weight | 2024 Target | 2024 Actual | Score |
|---|---|---|---|---|
| Annual Adjusted EBITDA ($mm) | 11.1% | 964 | 973 | 101% |
| Annual EEPS ($/sh) | 11.1% | 20.45 | 21.36 | 104% |
| EEPS/GAAP EPS Growth Percentile (3Y) | 11.1% | 50% | 77% | 154% |
| Absolute TSR (1/3/5Y composite) | 11.1% | 10% | 12% | 121% |
| Relative TSR (1/3/5Y composite) | 11.1% | 50% | 50% | 100% |
| 3Y Rolling Yield on New Affiliate Investments | 11.1% | 12% | 14% | 115% |
| 3Y Rolling Adjusted Return on Capital | 11.1% | 10% | 14% | 145% |
| AUM Contribution from Strategic Target Areas | 11.1% | 44% | 46% | 104% |
| Employee Engagement Score | 11.1% | 75% | 89% | 118% |
| Overall Performance Assessment | 100% | — | — | 118% |
Key program design changes for 2024: moved from 10 to 9 quantitative metrics (now 89% financial), replaced Annual Management Fee EBITDA with Annual Adjusted EBITDA, and increased performance-based equity proportion and duration for long-term awards; say-on-pay support was 97% in 2024 (98% 2023, 97% 2022) .
Equity Grants and Vesting
- Long-Term Performance Achievement Awards (2024 design): 75% of formulaic equity award value; 4-year cliff vest; metrics: Average ROE target range 16–17% for 100% payout (0% below 10%; 40–150% between 10–22%) plus added 4-Year Cumulative EEPS target range $88–$95 for an additional 25–50% payout; max 200% .
- Long-Term Deferred Equity Awards: time-based RSUs vesting in 4 equal annual installments .
Grants of Plan-Based Awards (Fiscal 2024, recognizing 2023 performance for Wojcik):
| Award Type | Grant Date | Quantity | Vesting | Grant Date Fair Value ($) |
|---|---|---|---|---|
| Long-Term Deferred Equity Award (RSUs) | 3/5/2024 | 6,432 | 25% on 3/5 each year 2025–2028, subject to continued service and limited exceptions | 1,020,000 |
| Long-Term Performance Achievement Award (PSU/RSU) | 3/5/2024 | Target 9,579; Max 14,369 | Performance-based vesting per program terms | 1,519,000 |
One-time promotion award (upon appointment as President):
- Performance-based RSU grant: $5,000,000 fair value at grant; vesting in March 2030, fully subject to performance conditions (under 2020 Equity Plan) .
Equity Ownership & Alignment
- Ownership and holding policies:
- Equity Ownership Guidelines: 7x base salary requirement for NEOs; all NEOs and directors currently satisfy the applicable guidelines .
- Equity Holding Policy (non-CEO NEOs): no sales unless vested, unrestricted shares exceed 1x Total Annual Compensation; sales further limited until at least 3x Total Annual Compensation ownership; designed to drive increasing ownership over time .
- Anti-hedging and anti-pledging: directors and officers are prohibited from hedging and from pledging AMG securities or purchasing on margin .
- Clawback policies: restatement-based recoupment and NYSE-compliant clawback effective October 16, 2023 .
Outstanding Equity and Option Holdings (as of 12/31/2024):
| Instrument | Quantity/Terms | Value |
|---|---|---|
| Options (Exercisable) | 170,645 @ $74.49; exp. 8/15/2026 | — |
| Stock Awards – Not Vested | 38,760 RSUs | $7,167,499 |
| Equity Incentive Plan Awards – Unearned (Not Vested) | 23,737 target shares | $4,389,446 |
Exercises and Vesting in 2024:
| Item | Quantity | Realized Value ($) |
|---|---|---|
| Options exercised | 202,500 | 20,466,150 |
| Stock awards vested | 21,726 | 3,426,392 |
Insider selling/vesting cadence signals:
- Time-based RSUs vest annually on March 5 (through 2028 for 2023 performance awards), creating predictable potential supply windows; company holding policy limits net selling until ownership thresholds are met .
- 2024 design performance awards are 4-year cliff-vesting; the 2025 promotion award vests in March 2030, fully performance-based—both structures reduce near- to medium-term selling pressure .
Employment Terms
- No individual employment agreement; no individual change-in-control agreement .
- Change-in-control equity treatment: double trigger—acceleration requires both a CIC and termination without cause or for good reason; retirement treatment allows continued vesting per schedule under conditions; pro-rata acceleration for certain non-retirement-eligible cliff performance awards upon involuntary termination (with one-year minimum service) .
- Potential accelerated distribution of equity (as of 12/31/2024, death/disability or CIC with double trigger): 18,205 shares; $3,366,469 at $184.92/share .
- Restrictive covenants: up to 2-year non-compete and employee non-solicit; 1-year client/prospect non-solicit post-separation .
- No tax gross-ups for perquisites; no hedging/pledging; no option repricing or buy-outs .
Compensation Peer Group and Say-on-Pay
Peer Group used for benchmarking (2024 program year):
| Company |
|---|
| AllianceBernstein Holding L.P. |
| Artisan Partners Asset Management Inc. |
| Blue Owl Capital Inc. |
| The Carlyle Group Inc. |
| Federated Hermes, Inc. |
| Franklin Resources, Inc. |
| Invesco Ltd. |
| Janus Henderson Group plc |
| Lazard Ltd. |
| TPG Inc. |
| Victory Capital Holdings, Inc. |
| Virtus Investment Partners, Inc. |
Say-on-Pay results (support for program design):
| Year | Approval (%) |
|---|---|
| 2024 | 97% |
| 2023 | 98% |
| 2022 | 97% |
Additional Program Mechanics Relevant to Incentives
- 2024 CEO Target Total Payout set at peer median ($13.3m); non-CEO NEO targets informed by peer benchmarks, role scope, and tenure; cash component capped at 50% of Annual Incentive Compensation, with equity proportion rising at higher payouts via a tiered formula .
- For 2024, COO Annual Incentive Compensation (cash plus equity) totaled $7.9 million based on the 118% score, evidencing formulaic linkage to the quantitative scorecard .
Performance & Track Record Highlights (context for incentives)
- 2024: Adjusted EBITDA $973.1 million (+4% YoY), EEPS $21.36 (+10% YoY); 3-year stock TSR +12%, above peer median (-3%) .
- Strategic evolution: increased earnings mix from alternatives (~35% to ~50% of Adjusted EBITDA since 2019), multiple evergreen alternative products launched, and strengthening of balance sheet while returning ~$700 million to shareholders in 2024 (including an ~11% reduction in shares outstanding in 2024) .
- Leadership: Company credits senior team (including Wojcik) with advancing diversification into secular-growth areas and product innovation; promotion to President underscores expanded role in driving growth strategy .
Risk Indicators & Red Flags (as disclosed)
- Mitigants: no employment or CIC agreements; double-trigger equity acceleration; clawbacks; anti-hedging/pledging; no option repricing; strong ownership/holding policies; say-on-pay consistently high .
- Potential supply windows: predictable annual RSU vest dates; notable 2024 option exercises by Wojcik ($20.47m realized) provide liquidity but long-duration performance awards and holding policy temper ongoing selling pressure .
Investment Implications
- Pay-for-performance alignment is strong and increasingly long-dated: 100% quantitative scorecard, higher weighting to financial metrics, 75% of equity awards performance-based with 4-year cliffs, and an added EEPS metric reduce windfall risk and heighten multi-year alignment—positive for shareholders assessing management incentives .
- Retention risk appears modest: no employment agreements but significant unvested and performance-conditioned equity (including a new $5m 2030 performance award), strict holding/ownership requirements, and non-compete/non-solicit covenants collectively anchor tenure through strategic cycles .
- Trading/overhang signals: annual March 5 vestings create scheduled supply points, but the holding policy and reliance on performance-based vehicles (and the 2030 cliff award) limit near-term selling pressure; the sizable 2024 option exercise provided liquidity but does not, by itself, imply sustained selling given policy constraints .
- Execution leverage and succession optics: promotion to President & COO alongside continued quantitative outperformance and capital allocation discipline suggests continuity in strategy execution and a deepening bench—supportive for multi-year value creation if scorecard targets continue to be met .