Seth Bernstein
Equitable HoldingsAbout Seth Bernstein
Seth Bernstein is President and CEO of AllianceBernstein (AB), EQH’s publicly traded asset management subsidiary, serving since May 1, 2017 under an auto-renewing employment agreement; he also sits on EQH’s Management Committee and received a 2024 EQH equity award in that capacity . In 2024, AB delivered Adjusted Earnings Per Unit of $3.25 (+21% YoY) and expanded adjusted operating margin by 410 bps to 32.3%, while growing ETF AUM to over $5 billion and booking $6 billion SMA net flows, reflecting continued execution on the Growth Strategy and private alternatives build-out . At the EQH level, 2024 Non-GAAP Operating Earnings were $2.0 billion (+19% YoY), cash generation was $1.5 billion, and EQH returned $1.3 billion to shareholders; TSR is a key long-term metric in EQH’s performance shares and relative TSR outperformed peers in four of the past five years disclosed .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AllianceBernstein | President & CEO | 2017–present | Advanced AB Growth Strategy, BRS JV, China FMC launch, insurance vertical build (Ruby Re), margin expansion and diversified flows into ETFs/SMAs/private alternatives |
Fixed Compensation
| Component | 2024 | Terms |
|---|---|---|
| Base Salary (AB) | $500,000 | Employment agreement minimum $500,000; reviewed annually with AB Compensation and Workplace Practices Committee; policy keeps salaries low relative to total comp . |
| EQH Cash Bonus | N/A | Bernstein does not participate in EQH STIC; he is on AB’s program. He received an additional EQH equity grant due to EQH Management Committee membership . |
Performance Compensation
Short-Term Incentives (AB)
| Metric/Design | Target | Actual/Payout | Notes |
|---|---|---|---|
| AB Short-Term Incentive (Cash) | $3,000,000 | $5,425,000 paid for 2024 | Determined by AB Committee based on AB financial performance and progress on Growth Strategy; not tied to specific targets . |
| Adjusted Compensation Ratio (firm-level cap) | ≤50% | 47.9% in 2024 | Ratio of adjusted comp and benefits to adjusted net revenues; guides incentive pool . |
Long-Term Incentives
| Vehicle | Grant Value | Vesting | Performance Metrics | Notes |
|---|---|---|---|---|
| AB Restricted AB Holding Units (2024 SB Award) | $5,075,000 | Three-year pro-rata vesting | N/A (time-based) | Quarterly cash distributions paid on vested and unvested units; continued vesting on termination without cause subject to covenants; immediate vest on death/disability; clawback of unvested for risk policy violations . |
| EQH Equity (Management Committee) | $1,000,000 total | RSUs: 1/3 on Feb 28, 2025/2026/2027; PSUs: cliff vest Feb 28, 2027 | PSUs split: 30% Relative TSR, 30% Non-GAAP EPS (growth); RSUs time-based | Grant date Feb 14, 2024; RSUs grant value $400,000; PSUs grant value $300,000 each for EPS and TSR . |
| EQH TSR PSU (2022 grant result) | — | — | Payout factor 145.6% for perf. period ended Dec 31, 2024 | TSR relative to peer group; linear interpolation from 30th–87.5th percentile . |
EQH Program Design Context
- EQH’s long-term equity mix for 2024: RSUs 40%, Performance Shares 60%, with added Non-GAAP EPS metric (30%) and TSR reduced to 30%; TSR peer group updated to include Corebridge Financial .
- EQH short-term program uses four equal-weight metrics: Non-GAAP Operating Earnings, Value of New Business (VNB), Cash Flow, Strategic Initiatives (each 25%) at corporate level; 2024 Final Funding Percentage was 142% after adjustments .
Equity Ownership & Alignment
| Security | Beneficial Ownership | Of Which Unvested/Deferred | Ownership % |
|---|---|---|---|
| EQH Common Stock | 144,823 shares | Includes 42,107 unvested EQH Performance Shares | ~0.047% of 306,828,703 shares outstanding as of Mar 24, 2025 |
| AB Holding Units | 773,294 units | Includes 503,090 unvested or deferred units | <1% of class (as disclosed) |
- Hedging and pledging of Company securities are prohibited for employees and directors (zero-cost collars, forwards, margin pledging, etc.) .
- Stock ownership guidelines: CEO 6x base salary; other Management Committee members 3x base salary; AB units and unvested RSUs count; 75% post-tax retention until guideline met .
- 10b5-1 trading plans permitted under insider trading policy .
Vesting Schedules and Potential Selling Pressure
| Award | Vesting Dates | Amount |
|---|---|---|
| EQH RSUs (2024 MC grant) | Feb 28, 2025; Feb 28, 2026; Feb 28, 2027 | $400,000 grant-date fair value |
| EQH PSUs (EPS/TSR) | Cliff vest Feb 28, 2027 (subject to performance) | $300,000 each for EPS and TSR |
| AB Restricted Units (2024 SB Award) | Three-year pro-rata (award approved Nov 2024) | $5,075,000 grant-date fair value |
- Continued vesting of AB units on termination without cause/good reason (subject to non-compete and non-solicit) reduces forced selling risk at departure; EQH PSUs/RSUs have retirement-friendly “Rule of 65” vesting continuation post one-year mark, reinforcing retention and alignment .
Employment Terms
- Employment Agreement (AB): Initial term began May 1, 2017; auto-renews annually; minimum base salary $500,000 .
- Severance (AB):
- Without cause or resignation for good reason: 1.5x (base salary + bonus opportunity), plus pro-rata bonus, COBRA cost coverage, and post-COBRA access at own expense .
- Change-in-control (double-trigger within 12 months): 2x (base salary + bonus opportunity); parachute payments cut to avoid 280G excise tax if net-after-tax is higher (no gross-up) .
- Restrictive Covenants: Non-compete 6 months; non-solicit of customers/employees 12 months post-termination .
- Perquisites/Benefits (AB): Company car and driver for business and personal use; cybersecurity protection; life insurance premiums; mobile phone stipend; participates in AB Profit Sharing Plan (2024 match: dollar-for-dollar up to 5%; no profit-sharing contribution) .
- Clawbacks: EQH clawback policy aligned with SEC/NYSE—restatements and misconduct; AB can claw back unvested awards for risk policy violations .
- Governance Environment: EQH’s 2024 Say-on-Pay support was 96.1% .
Investment Implications
- High variable-at-risk pay tied to AB firm performance with robust margin/earnings progress suggests compensation alignment; the EQH overlay adds TSR and Non-GAAP EPS performance shares reinforcing shareholder value focus across the group .
- Vesting calendar implies potential periodic selling pressure around EQH RSU tranche dates (Feb 2025/2026/2027) and 2027 PSU cliff; hedging/pledging prohibitions and retention requirements mitigate misalignment risk .
- Double-trigger change-in-control structure, absence of excise tax gross-ups, and continuation-of-vesting provisions balance retention with shareholder protections; non-compete/non-solicit terms reduce transition risk .
- Ownership stakes are meaningful at AB (773k units, with large unvested/deferred component) and modest at EQH (0.047% outstanding), but EQH guidelines count AB units, increasing “skin in the game” across the combined platform .
- Execution track record—BRS JV, China FMC, insurance vertical build, private alternatives scale-up, and margin expansion—supports confidence in value creation, though alternatives fundraising cycles and integration risks require monitoring for volatility in incentive outcomes .