Ashish Masih
ENCORE CAPITAL GROUPAbout Ashish Masih
Ashish Masih is 59 and has served as Encore Capital Group’s President, CEO, and a director since June 2017. He joined Encore in 2009, previously leading operations and corporate development, and served as EVP and President of Midland Credit Management (MCM) from November 2016 to June 2017. Earlier roles include senior positions in Capital One’s U.S. credit card business and consulting at McKinsey & Company and KPMG Consulting. Masih holds an MBA from Wharton, an MS in Manufacturing Systems Engineering from Lehigh University, and a bachelor’s in Mechanical Engineering from IIT Delhi . In 2024, Encore reported KCP Adjusted EBITDA of $1,337.2 million (+20% YoY cash generation), while global collections rose 16%; however, GAAP earnings were pressured by actions at Cabot, contributing to pay-for-performance decisions and zero vesting of 2012-granted PSUs tied to ROIC and TSR . Pay-versus-performance disclosures show Encore’s TSR value of an initial $100 investment at $135 in 2024 and net income of ($139) million; ROIC was 7.5% in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Encore Capital Group | President & CEO; Director | 2017–present | Led record U.S. portfolio purchasing and cash generation; managed Cabot restructuring; focus on stockholder alignment in incentive outcomes |
| Encore Capital Group | EVP & President, MCM | 2016–2017 | Drove domestic operating performance at MCM, contributing to purchasing and collections momentum |
| Encore Capital Group | Senior roles in operations & corporate development | 2009–2016 | Built operating capabilities and capital deployment discipline |
| Capital One Financial | Senior roles, U.S. credit card business | 2001–2009 | Scaled risk and operations in consumer lending |
| McKinsey & Company; KPMG Consulting | Consultant | n/a | Strategy and operations advisory experience |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| U.S.-India CEO Forum | Appointed member | 2019 | Business leaders forum to strengthen economic ties |
| Receivables Management Association (RMA International) | Director; Federal Legislative & Regulatory Committee member | 2013–2015 | Industry standards and advocacy |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| CEO Salary (USD) | $831,918 | $861,096 | $894,645 |
| Base Salary at Dec 31 (USD) | $865,000 | — | $900,000 |
Notes: 2024 base salary increased 4.0% YoY in March 2024 following annual review .
Performance Compensation
2024 Annual Bonus (KCP) Structure and Outcomes
| Category | Performance Metric | Weight | Target | Actual | Element Funding % | Risk Mgmt Adj. | Notes |
|---|---|---|---|---|---|---|---|
| Financial | KCP Adjusted EBITDA | 50.0% | $1,278.0m | $1,337.2m (104.6% of target) | 146.3% | 100% | Primary financial driver of KCP |
| Strategic Initiatives | Milestone achievements | 20.0% | Pre-set milestones | Achieved | 109.5% | 100% | Committee-approved assessment |
| Consumer Experience | Call quality; satisfaction; UK Ombudsman overturn rate | 15.0% | Challenging targets | Slightly below targets (quality slightly below max) | 120.0% | 100% | Formulaic calculation |
| People Initiatives | Employee survey; retention | 15.0% | Targets set | Between target and max | 152.0% | 100% | Formulaic calculation |
| Calculated Baseline Funding | — | — | — | — | 135.9% | — | Negative discretion applied given GAAP earnings headwinds |
CEO target bonus was 120% of base salary; baseline KCP funding of 135.9% was reduced to 100% via negative discretion. Masih’s 2024 bonus paid: $1,073,574 (100% of funded amount) .
2024 Equity Grants and Vesting Mechanics
| Award Type | Grant Date | Target Shares | Vesting | Metric / Comparator | Notes |
|---|---|---|---|---|---|
| RSUs | Mar 9, 2024 | 33,399 | Time-based; 1/3 each on Mar 9, 2025/2026/2027 | N/A | Drives retention, alignment |
| ROIC PSUs | Mar 9, 2024 | 16,699 | Cliff vest Mar 9, 2027 | 3-yr avg pre-tax ROIC; 50–200% payout scale | ROIC definition provided |
| TSR PSUs | Mar 9, 2024 | 16,411 | Cliff vest Mar 9, 2027 | Relative TSR vs S&P SmallCap 600 Financials; 0–150% with negative absolute TSR cap | Monte Carlo fair value $51.03 |
Historical 2022 PSU outcomes (vest date Mar 9, 2025): ROIC PSUs target 11.4% vs actual 8.7% (0% vest); TSR PSUs at 18th percentile (0% vest) .
Pay Versus Performance (Company-Level Reference)
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| CEO SCT Total (USD) | $4,344,344 | $4,600,775 | $5,101,918 | $5,023,957 | $5,335,337 |
| CEO CAP (USD) | $5,138,320 | $8,670,303 | $2,935,179 | $5,456,509 | $3,635,475 |
| TSR – Encore ($100→) | $110 | $176 | $136 | $144 | $135 |
| TSR – Peer Group ($100→) | $89 | $116 | $84 | $84 | $72 |
| Net Income (USD mm) | $212 | $351 | $195 | ($206) | ($139) |
| ROIC (Pre-tax) | 12.5% | 15.2% | 11.7% | 7.0% | 7.5% |
Say-on-pay approval was ~98% in 2024 .
Equity Ownership & Alignment
| Item | Data |
|---|---|
| Beneficial Ownership (Apr 11, 2025) | 276,074 shares; 1.2% of outstanding (23,448,221 shares) |
| Stock Ownership Guidelines | CEO: 6x base salary; EVPs: 3x; SVPs: 2x |
| Compliance Status | All NEOs meet requirements |
| Hedging/Pledging | Prohibited by insider trading policy; no margin purchases, no pledging; hedging bans on derivatives |
| Outstanding Unearned/Unvested (Dec 31, 2024) | RSUs unvested: 33,399 (2024), 19,310 (2023), 7,291 (2022); PSUs outstanding: 16,699 (2024 ROIC), 8,206 (2024 TSR), 14,482 (2023 ROIC), 6,995 (2023 TSR) |
Stock options are not part of the current program . 2024 stock vested for Masih: 50,011 shares (value realized $2,508,052); this indicates equity delivering but not necessarily selling; pledging/hedging remain prohibited .
Employment Terms
| Provision | Terms for CEO (Masih) |
|---|---|
| Employment agreement | No formal employment agreement; covered by Executive Separation Plan |
| Severance (without Cause or Good Reason; not in CoC) | 2x base salary; pro-rata bonus; lump-sum health benefits (~24 months); 12 months continued vesting of unvested equity |
| Severance (in CoC; double-trigger) | 2x base salary; pro-rata target bonus plus greater of 100% target bonus or annualized actual YTD bonus; 24 months health benefits; immediate vesting of time-based awards; PSUs vest pro-rata based on greater of target or actual to date |
| Restrictive covenants | Non-solicit of employees for 24 months; non-disparagement; confidentiality; cooperation |
| Definitions | Cause/Good Reason/Change of Control defined in plan and award agreements |
| Clawbacks | Misconduct-based clawback and SEC-compliant restatement recovery policy covering cash and equity |
Illustrative severance amounts (as of Dec 31, 2024 assumptions):
- Termination without Cause/Good Reason: Total $4,258,560 (Salary severance $1,800,000; bonus $1,073,574; benefits $43,652; accelerated equity FMV $1,341,334) .
- Termination in connection with CoC: Total $8,010,205 (Salary severance $1,800,000; bonus $2,147,148; benefits $43,652; accelerated equity FMV $4,019,405) .
- Death/Disability: Accelerated equity FMV $6,802,926; no salary/benefits .
Board Governance
- Board service: Director since June 2017; CEO and President .
- Independence: Board determined all directors except Masih are independent under Nasdaq rules .
- Board leadership: Roles separated—non-executive Chairman (Michael Monaco) and CEO (Masih); separation intended to ensure independence and effective oversight .
- Committees: Masih is not a member of Audit, Compensation, NCG, or Risk committees (see committee matrix) .
- Attendance: Board met 6 times in 2024; each incumbent director attended ≥75% of Board and committee meetings during their service period .
- Executive sessions: Independent directors meet without management following regularly scheduled Board meetings .
Compensation Committee Analysis
- Members (2024): Ash Gupta (Chair), William Goings, Angela Knight, Laura Newman Olle; no interlocks .
- Independent consultant: FW Cook advises on peer groups, market practice, program design, and risk assessment; determined independent by the Committee .
- Peer group (2024): Credit Acceptance, CSG Systems, CURO, Enova, ePlus, FirstCash, Green Dot, LendingTree, MoneyGram, Navient, Nelnet, PRA Group, PROG Holdings, Walker & Dunlop, WEX, World Acceptance; unchanged vs prior year .
Compensation Structure Analysis
- Mix: ~83% of CEO’s 2024 target compensation is at-risk; ~73% for other NEOs, aligning pay with performance and stockholder outcomes .
- Shift in equity design: Current program excludes stock options, emphasizing RSUs and PSUs with multi-year vesting and performance gates .
- Discretionary adjustments: Committee applied negative discretion to reduce 2024 KCP funding from 135.9% to 100% for CEO, reflecting GAAP earnings alignment despite operational outperformance .
- PSU rigor: 2022 ROIC (target 11.4% vs actual 8.7%) and TSR (18th percentile) PSUs did not vest (0%), evidencing strict performance gates .
Equity Ownership & Director Compensation (for governance context)
- Major holders: BlackRock 16.8%, Vanguard 10.9%, Turtle Creek 8.7%, Dimensional 6.9%, T. Rowe Price 6.0% .
- Non-employee director pay (Masih is executive director, not eligible): 2024 cash retainer $75,000; committee retainers Chair $25,000, member $10,000; annual equity $155,000; DSU program available; all directors meet ownership guidelines .
Investment Implications
- Pay-for-performance discipline appears robust: zero vesting on underperforming PSUs (ROIC and relative TSR) and negative discretion on annual bonuses in a year of challenged GAAP earnings despite strong collections and cash generation, reducing near-term payout risk and aligning with shareholder interests .
- Upcoming vesting windows may create supply: substantial RSU tranches vest annually each March (2025–2027) and PSU cliffs in 2026–2027; while pledging/hedging are prohibited, monitoring Form 4 filings around these dates is prudent for potential selling pressure indicators .
- Severance and CoC economics are standard, double-trigger with no excise tax gross-ups, and include equity acceleration; these terms mitigate retention risk but also create potential event-driven payout leverage in strategic transactions .
- Alignment is supported by ownership guidelines (CEO 6x salary) and compliance, and governance separation of Chair/CEO; independence concerns from the dual role are mitigated by the non-executive Chair structure and committee independence .
- Execution risk: Cabot actions pressured GAAP results and contributed to PSU non-vesting; continued ROIC improvement and TSR-relative performance will be pivotal for future PSU outcomes and compensation realization .