Edmund Reese
AonAbout Edmund Reese
Edmund Reese, age 49, became Aon’s CFO effective July 29, 2024 after joining as EVP, Finance on July 1, 2024; he holds a BS in Accounting from Clemson University and an MBA from The Wharton School and has over 25 years of financial leadership across financial services, payments, and technology . Aon’s compensation framework ties senior executive pay to four non‑GAAP performance metrics—organic revenue growth, adjusted operating margin, adjusted diluted EPS, and free cash flow—against which Aon delivered 6% organic revenue, 31.5% adjusted operating margin, $15.60 adjusted diluted EPS, and $2.8B free cash flow in 2024, guiding incentive outcomes including Mr. Reese’s guaranteed 2024 bonus at target . The company also highlights long‑term TSR outperformance under CEO Greg Case’s tenure (approx. 16% average annual TSR vs. S&P 500 ~8% and industry peers ~13%), contextualizing management’s pay‑for‑performance orientation that applies to the CFO .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Broadridge Financial Solutions | Corporate VP & CFO | Nov 2020–2024 | Led finance for a global fintech leader, spanning corporate strategy, M&A, and investor communications . |
| American Express | SVP & CFO, Global Consumer Services Group | Apr 2019–2020 | Oversaw finance for AmEx’s largest business unit; prior IR head and CFO roles across Global Lending, Travel, and GBS . |
| Merrill Lynch | CFO, U.S. Advisory Group | Pre‑2009 | Senior finance leadership in advisory business . |
| Citigroup Smith Barney | CFO, Corporate Client Group & Stock Plan Services | Pre‑2009 | Finance leadership across client and equity compensation businesses . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Hartford Financial Services Group | Director; Audit Committee member | Since Oct 2022 | Adds risk, audit, and insurance sector governance perspective . |
| Clemson University Foundation & President’s Advisory Board | Board roles | Not disclosed | University governance and advancement support . |
Fixed Compensation
| Component | 2024 Terms | Notes |
|---|---|---|
| Base Salary | $1,000,000 | Set in employment letter; partial 2024 salary paid given mid‑year start ($500,000 shown in SCT) . |
| Target Annual Bonus % | 200% of base salary | 2024 bonus guaranteed at target (not less than $2,000,000) per employment letter . |
| 2024 Actual Bonus | $2,000,000 | Paid 65% cash ($1,300,000) and 35% RSUs ($700,000) consistent with NEO payout mix . |
Performance Compensation
| Program | Metric | Weighting/Target | 2024 Outcome | Payout/Vesting |
|---|---|---|---|---|
| Annual Incentive (SEICP) | Adjusted Operating Income (growth vs 2023 $4,223M baseline; 200 bps hurdle) | 80% | 2024 adjusted OI $4,939M (+17% YoY); financial factor 115% | Pool funding 117% of target; Reese paid 100% of target per guarantee . |
| Annual Incentive (SEICP) | People & Culture (wellbeing, inclusion, engagement, retention) | 20% (levered 0–200%) | Committee assessed strong progress; factor 125% | Included in 117% pool; Reese paid 100% of target per guarantee . |
| LPP 19 (2024–2026) | Cumulative adjusted diluted EPS (3‑yr) | 0–200% payout range | Targets undisclosed until period end; structure consistent with LPP cycles | PSUs settle in 2027; Reese received LPP 19 grant in 2024 . |
| Sign‑on PSUs (LPP) | Cumulative adjusted EPS (cliff vest) | $1,000,000 grant value | Performance period ends 12/31/2026 | Cliff vest at 12/31/2026 subject to performance . |
| 3x3 Performance Plan (PSUs) | EPS + share‑price hurdle | $500,000 grant value | Hurdle not met as of 12/31/2024; threshold shown | Cliff vest 12/31/2026 if price hurdle met . |
| RSUs (Sign‑on) | Time‑vested | $3,500,000 grant value | Standard course | Vest 1/3 annually on grant anniversaries; continued vesting if involuntary termination without cause . |
Equity Ownership & Alignment
| Item | Data |
|---|---|
| Total beneficial ownership (as of 4/11/2025) | 0 shares; 0% of 216,034,583 shares outstanding . |
| Vested vs unvested (12/31/2024) | Unvested RSUs: 11,925 ($4,282,983); Unvested LPP PSUs: 6,814 ($2,447,316); Unvested 3x3PP PSUs: 3,178 ($1,141,410) . |
| Options (exercisable/unexercisable) | None disclosed for Reese . |
| Pledging/Hedging | No pledging by executive officers or directors; hedging prohibited by policy . |
| Ownership guidelines | 3x salary; must retain net shares until compliant; new executives may be under exception and progressing . |
| Compliance status (12/31/2024) | NEOs complied or were under exception progressing; Reese likely under exception as new hire . |
Vesting Schedule (Reese RSUs)
| Vesting Date | Shares |
|---|---|
| 7/1/2025 | 3,975 . |
| 7/1/2026 | 3,975 . |
| 7/1/2027 | 3,975 . |
Employment Terms
- At‑will; CFO effective July 29, 2024; based in New York; confidentiality and non‑solicit agreement required .
- Compensation: $1,000,000 base; 200% bonus target; 2024 bonus guaranteed at $2,000,000; 2025 LTI target $5,000,000 .
- Sign‑on awards: $1,000,000 LPP PSUs (cliff vest end‑2026); $3,500,000 RSUs (1/3 annual vest with continued vesting if involuntary termination without cause); $500,000 3x3PP PSUs (cliff vest end‑2026 if price hurdle met); $1,000,000 deferred cash sign‑on payable ~July 1, 2025, forfeitable upon cause/voluntary termination within 1 year .
- Severance/Change‑in‑Control: Eligible under Senior Executive Combined Severance and Change‑in‑Control Plan (double‑trigger; no excise tax gross‑up; welfare continuation; pro‑rated bonus) .
Potential Payments on Termination (Illustrative, as of 12/31/2024)
| Scenario | Total Cash | Accelerated Share Vesting | Other Benefits |
|---|---|---|---|
| Involuntary – Good Reason | $1,000,000 | $4,282,983 | $0 (not listed) . |
| Involuntary – Without Cause | $1,000,000 | $4,282,983 | $0 (not listed) . |
| Death/Disability | $0 | $7,789,462 | $0 (not listed) . |
| Qualifying After Change in Control (double‑trigger) | $2,000,000 | $7,789,462 | $51,579 . |
Performance Compensation Detail
| Metric | Weight | Target Definition | Actual (2024) | Factor |
|---|---|---|---|---|
| Adjusted Operating Income Growth | 80% | vs 2023 baseline $4,223M; 200 bps hurdle | $4,939M (+17% YoY) | 115% |
| People & Culture | 20% | Wellbeing, inclusion, engagement, retention (levered) | Strong progress | 125% |
| SEICP Pool Funding | — | Threshold: ≥70% of 2023 adjusted OI ($2,956M) | Achieved; pool ~117% of target | 117% |
Compensation Structure Analysis
- High at‑risk mix: NEO pay is predominantly variable; performance‑based comprised ~84% for NEOs on average in 2024; guidelines require share retention until ownership achieved .
- Shift to PSUs and RSUs: Regular LPP PSUs emphasize adjusted EPS growth; annual bonus partly settled in RSUs (35%) to reinforce retention; CEO receives 35% in PSUs .
- One‑time awards: Company committed to infrequent use; Reese’s sign‑on awards offset forfeited prior employer equity and align with long‑term performance; shareholders criticized 2023 special awards to other NEOs, prompting enhanced disclosures .
Governance, Clawbacks, Hedging/Pledging, Say‑on‑Pay
- Clawback compliant with Dodd‑Frank/NYSE; recovery of excess incentive comp upon restatement; forfeiture for policy violations .
- Insider trading policy prohibits hedging and pledging; no executive officer or director shares pledged .
- 2024 Say‑on‑Pay: 68.8% approval; Board engaged shareholders and improved disclosures; committed to discipline on one‑time awards .
Risk Indicators & Red Flags
- No excise tax gross‑ups in CIC; benefits capped at safe harbor levels to avoid parachute taxes .
- Use of adjusted metrics with transparent reconciliations; adjusted EPS/adjusted OI underpin incentives and LPP .
- Prohibitions on hedging/pledging reduce misalignment risk; share ownership guidelines increase skin‑in‑the‑game .
Investment Implications
- Near‑term selling pressure: Reese’s RSUs vest on 7/1/2025/2026/2027 (3,975 each), creating predictable supply; PSUs vest only upon performance; sign‑on cash $1,000,000 payable ~7/1/2025 is not share‑settled .
- Alignment: Ownership requirement (3x salary) and RSU retention until compliance, plus bans on hedging/pledging, support alignment; Reese’s significant PSU exposure ties outcomes to multi‑year adjusted EPS and share‑price hurdles .
- Retention risk appears mitigated: Continued vesting on sign‑on RSUs if involuntary termination without cause and participation in CIC plan reduce exit risk; however, as a new hire with zero owned shares as of April 2025, watch pace of guideline compliance .
- Pay‑for‑performance emphasis: Annual bonus metrics and LPP structure suggest continued sensitivity of CFO compensation to adjusted OI and EPS execution, consistent with Aon’s 3x3 plan and capital allocation priorities .