David Solomon
GOLDMAN SACHS GROUPAbout David Solomon
David Solomon is Chairman (since January 2019) and Chief Executive Officer (since October 2018) of The Goldman Sachs Group, Inc.; he is 63 and a graduate of Hamilton College . In 2024, GS net revenues rose 16% to $53.5B, EPS increased 77% to $40.54, and ROE improved over 500 bps to 12.7% . Shareholder value creation included +48% stock price and +52% TSR in 2024, and over the last five years +149% stock price and +182% TSR, alongside dividend and BVPS growth .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Goldman Sachs | Chairman | Jan 2019–Present | Leads Board interface and public face of the firm . |
| Goldman Sachs | Chief Executive Officer | Oct 2018–Present | Sets strategy, execution across businesses, risk oversight . |
| Goldman Sachs | President and Chief or Co-Chief Operating Officer | Jan 2017–Sep 2018 | Day-to-day operations; execution priorities . |
| Goldman Sachs | Co-Head, Investment Banking Division | Jul 2006–Dec 2016 | Led IBD franchise; client coverage and revenue growth . |
| Goldman Sachs | Global Head, Financing Group | Sep 1999–Jul 2006 | Built financing capabilities; capital markets leadership . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Hamilton College | Chair, Board of Trustees | Current | Higher-education governance; leadership network . |
| Robin Hood Foundation | Board of Directors | Current | Philanthropic engagement; NYC community impact . |
| Partnership for New York City | Executive Committee | Current | Public policy and economic development interface . |
| NewYork-Presbyterian Hospital | Board of Trustees | Current | Healthcare system oversight; community ties . |
| Paley Center for Media Education | Board of Trustees | Current | Media/education governance . |
Fixed Compensation
Multi-year SEC Summary Compensation Table for David Solomon:
| Metric ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | 2,000,000 | 2,000,000 | 2,000,000 |
| Bonus | 6,900,000 | 8,700,000 | 8,325,000 |
| Stock Awards (grant-date fair value) | 22,404,343 | 15,649,863 | 19,839,812 |
| Change in Pension Value | — | 99 | — |
| All Other Compensation | 860,988 | 653,298 | 1,125,298 |
| Total | 32,165,331 | 27,003,260 | 31,290,110 |
Key perquisites: corporate aircraft use expected for personal travel for security and efficiency; personal use requires reimbursement of incremental costs .
Performance Compensation
Annual compensation determinations (Committee framework; excludes Retention RSUs):
| Component (USD mm) | 2023 | 2024 |
|---|---|---|
| Salary | 2.00 | 2.00 |
| PSUs (equity amount at grant) | 20.30 | 25.90 |
| Carried Interest Program (CIP) | — | 2.78 |
| Cash Bonus | 8.70 | 8.33 |
| Total Annual Compensation | 31.00 | 39.00 |
PSU design (granted January 2025 for 2024 year-end; 3-year performance 2025–2027; settlement in 2028):
- Metrics: 3-year average absolute ROE and relative ROE versus U.S. and European peers .
- Payout scale: 0–150% based on thresholds (e.g., <5% ROE = 0%; ≥16% ROE = 150%; relative 25th percentile = 50%; 60th = 100%; ≥75th = 150%) with caps/scaling .
- Settlement mix: For CEO, 50% cash based on average closing price and 50% Shares at Risk; transfer restrictions apply .
2024 plan-based awards (2023 year-end PSUs granted Jan 29, 2024):
| Grant | Threshold (#) | Target (#) | Max (#) | Grant-Date Fair Value ($) |
|---|---|---|---|---|
| 2023 Year-End PSUs | 0 / 53,343 | 53,343 | 80,015 | 19,839,812 |
Retention RSUs and long-term incentives:
- Retention RSUs: $80 million to each of David Solomon and John Waldron; 5-year cliff vest; subject to retention requirements and ownership guidelines .
- Carried Interest Program (CIP): performance-based carried interest allocations; reduces cash element; distributions at risk for life of fund; spans GS alternatives funds; restrictive covenants and recapture provisions apply .
Equity Ownership & Alignment
Beneficial ownership (as of Feb 24, 2025):
| Holder | Common Shares Beneficially Owned |
|---|---|
| David Solomon | 135,125 |
Outstanding equity awards at FY-end (Dec 31, 2024):
| Metric | Count | Value ($) |
|---|---|---|
| Unearned shares/units not yet vested | 238,532 | 136,588,194 (at $572.62; SEC methodology) |
Ownership policies and clawbacks:
- CEO stock ownership guideline: must hold shares equal in value to 10x base salary; all Executive Leadership Team met guidelines in 2024 .
- Executive retention: COO/CFO required to retain at least 50% of After-Tax Shares; other NEOs 25% while on Management Committee .
- Prohibitions: no hedging or pledging of equity-based awards; violation is “Cause” for forfeiture; director program states no director has shares subject to a pledge .
- Recapture/clawback: robust forfeiture and recapture, including Dodd-Frank clawback policy; conduct- and accounting-related recapture may require repayment/forfeiture .
Employment Terms
| Topic | Key Terms |
|---|---|
| Notice / Garden leave | PMDs/Management Committee members generally subject to six months’ notice; may be inactive on garden leave; firm may waive requirement . |
| Non-solicit / Restrictions | “Violation” includes solicitation of clients or employees, failure to perform obligations, hedging/pledging policy breaches, and other conduct; violations trigger forfeiture/recapture and may impact award delivery . |
| Change-in-control (CIC) | Double-trigger required for acceleration (CIC plus qualifying termination within 18 months; not for cause and no violations) . |
| CIC mechanics | Committee may adjust peers/awards; assumption/substitution permitted; detailed CIC provisions in SIP Annex C . |
Potential payments upon termination (equity treatment as of Dec 31, 2024):
| Scenario | Unvested PSUs Vest ($) | SVC Awards Vest ($) | Total ($) |
|---|---|---|---|
| Termination without Violation | 0 | 26,636,379 | 26,636,379 |
| Death or Disability | 0 | 41,655,149 | 41,655,149 |
| Termination in Connection with a CIC | 0 | 41,655,149 | 41,655,149 |
Board Governance
- Director since October 2018; combined Chair-CEO structure affirmed in December 2024 with strong independent Lead Director (David Viniar) and annual review of leadership structure .
- Independence: 12 of 14 nominees independent; Solomon and Waldron not independent by NYSE definition .
- Committees: Five standing committees (Audit, Compensation, Governance, Public Responsibilities, Risk) and TRiS subcommittee; independent chairs .
- Board workload/attendance: 86 total Board/Committee meetings; ~97% attendance; 19 sessions without management; Lead Director and Committee Chairs conducted 300+ engagements, underscoring governance rigor .
- Director compensation: Program pays non-employee directors only; Solomon does not participate and receives no incremental director pay .
Compensation Structure Analysis
- Equity-heavy mix and rigorous metrics: For 2024, ~66% of total annual pay was PSUs for Solomon, with additional performance-based CIP and reduced cash, reinforcing long-term alignment .
- PSU targets unchanged YoY: ROE thresholds and relative metrics maintained; settlement in cash and Shares at Risk extends retention and market exposure .
- Retention awards: $80M 5-year cliff RSUs for CEO and COO to cement continuity and succession; potential overhang mitigated by strict retention/recapture .
- Stakeholder support: 2024 Say-on-Pay ~86% approval; ongoing enhancements reflect investor feedback (e.g., CIP adoption) .
Say-on-Pay, Peer Group, and Consultant
- Say-on-Pay: ~86% support at 2024 annual meeting .
- Peers used for benchmarking and relative metrics: U.S. peers (BAC, C, JPM, MS, BK, WFC), European peers (Barclays, Deutsche Bank, UBS), plus context from alt managers and S&P 100 firms .
- Independent compensation consultant: FW Cook advises Compensation Committee and Governance Committee (director pay); determined independent with no conflicts .
Performance & Track Record
- 2024 highlights: Net revenues $53.5B (+16% YoY); EPS $40.54 (+77% YoY); ROE 12.7% (+520 bps YoY); efficiency ratio improved 11.5 pts to 63.1% .
- Shareholder value: Stock price +48% and TSR +52% in 2024; 5-year stock +149%, TSR +182%; dividend and BVPS growth .
- Strategic execution: Focus on strengthening Global Banking & Markets and growing durable revenues in Asset & Wealth Management (including top-5 alternatives) .
- Leadership/people: Culture stewardship; talent retention emphasized by Board; aircraft use policy; extensive governance and risk oversight .
Equity Ownership & Alignment Details
Policies and restrictions:
| Policy | Summary |
|---|---|
| No hedging/pledging | SIP prohibits hedging/pledging equity awards; director program states no director has pledged shares; violating hedging/pledging is “Cause” . |
| Share retention | CEO 10x salary ownership guideline; COO/CFO 6x; after-tax shares retention requirements; all ELT met guidelines in 2024 . |
| Clawback/recapture | Dodd-Frank clawback; conduct/accounting-related recapture and forfeiture provisions . |
Investment Implications
- Alignment and retention: Heavy PSU/CIP mix and 5-year retention RSUs align Solomon’s pay with long-term ROE/TSR outcomes; strict retention and recapture reduce near-term selling pressure but create event-driven delivery windows (e.g., PSU settlements in 2027/2028) to monitor for liquidity impacts .
- Performance levers: ROE trajectory versus U.S./EU peers will drive PSU payout; AWM alternatives performance will drive CIP realizations; watch firm CET1, efficiency ratio, and BVPS growth embedded in the Assessment Framework .
- Governance risk mitigants: Combined Chair-CEO structure balanced by a strong Lead Director, independent committees, and high engagement; 86% Say-on-Pay support suggests investor acceptance of pay-for-performance design .
- Upside/downside signals: SVC vesting values under CIC/death/disability indicate meaningful TSR-linked equity exposure; failure to meet ROE thresholds caps payouts; strict no-hedge/pledge and clawbacks limit misalignment risk .
Note: All data above is sourced from GS’s 2025 DEF 14A Proxy Statement filed March 14, 2025, with citations in-line.