Douglas J. Sharp
InvescoAbout Douglas J. Sharp
Douglas J. Sharp is Senior Managing Director and Head of the Americas and EMEA at Invesco, a role he has held since 2023; previously he led EMEA from 2019–2023 and joined Invesco in 2008, giving him 17 years of tenure and age 50 as of the proxy . His education includes an MBA from the Tuck School of Business at Dartmouth College, a master’s in accounting from Georgia State University, and a BA in economics from McGill University . Compensation outcomes are tied to a company scorecard and performance-based equity that vests on three‑year average Adjusted Operating Margin (AOM) and relative TSR; in 2024 the company scorecard produced a 107% outcome, and 2022 PSUs vested at 17% of target based on a 32.1% three‑year average AOM and 22nd percentile relative TSR—a signal of rigorous pay-for-performance calibration . 2024 achievements under his remit include $103B gross active fund sales and $71B net long-term ETF inflows, alongside commercial strategy refinements and sales organization realignment in the US and UK .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Invesco | Senior Managing Director, Head of the Americas and EMEA | 2023–present | Oversees distributions, marketing, global ETFs in Americas/EMEA and digital wealth businesses |
| Invesco | Senior Managing Director, Head of EMEA | 2019–2023 | Led EMEA, refined cross‑regional commercial strategy and product alignment |
| Invesco | Head of EMEA Retail | Not disclosed | Led retail growth initiatives across EMEA |
| Invesco | Ran cross-border retail business | Not disclosed | Expanded international retail distribution |
| Invesco | Head of strategy and business planning | Not disclosed | Drove strategic planning for U.S. institutional business |
| Invesco | Chief Administrative Officer, U.S. institutional | Not disclosed | Operational leadership for institutional platform |
| McKinsey & Company | Consultant (financial services, energy, logistics) | Not disclosed | Advised on strategy across sectors |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Investment Association Advisory Board | Member | Current (as of 2025) | Industry advocacy and standards in UK asset management |
| TheCityUK Advisory Council | Member | Current (as of 2025) | UK financial services competitiveness and policy input |
| Investment Company Institute (ICI) | Global Steering Committee Member | Current (as of 2025) | Global asset management policy and best practices |
| The Diversity Project | Member | Current (as of 2025) | Diversity and inclusion initiatives in asset management |
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Base Salary ($) | 500,000 | Base salary converted to GBP at a fixed 1:0.8 rate for reporting; underlying salary reported in USD |
| All Other Compensation ($) | 53,610 | Insurance premiums $2,857; Retirement contributions $44,721; Tax consultation $6,032 |
Performance Compensation
| Component | 2024 Target | 2024 Actual | Vesting / Terms |
|---|---|---|---|
| Total Annual Incentive ($) | 5,250,000 | 5,250,000 (100% of target) | Mix of cash bonus + time‑based equity + performance‑based equity |
| Cash Bonus ($) | Not disclosed | 2,100,000 | Paid from company‑wide incentive pool (43% of revenue) |
| Time-based Equity ($) | Not disclosed | 1,575,000 | Vests 25% annually over 4 years; for Sharp, dividends accrue and are paid at distribution due to local regs |
| Performance-based Equity ($) | Not disclosed | 1,575,000 | 3‑year performance period (2024–2026), cliff vests 2/28/2027; payout 0–150% based on AOM & relative TSR, capped at 100% if absolute 3‑yr TSR is negative |
Grants of Plan-Based Share Awards (2024)
| Grant Date | Type | Vesting | Target (#) | Max (#) | Grant-Date Fair Value ($) |
|---|---|---|---|---|---|
| 2/28/2024 | Time-based | 4-year ratable | — | — | 1,370,244 |
| 2/28/2024 | Performance-based | 36-month cliff (to 2/28/2027) | 89,617 | 134,426 | 1,266,517 |
Performance Framework and Outcomes
| Metric | Weighting | Target | Actual | Payout / Vesting | Notes |
|---|---|---|---|---|---|
| Company scorecard (Financial Performance, Organizational Health) | 66.7% / 33.3% | Set annually by committee | Overall company score 107% (2024) | Drives incentive outcomes (0–130% of target) | Incentive pool set at 43% of revenue |
| Performance-based equity: 3-year average AOM & relative TSR | Not disclosed | See vesting matrix | 2022 PSU cycle: AOM 32.1%, TSR 22nd percentile | 17% of target (2022 PSUs vested Feb 2025) | Vesting 0–150%; cap 100% if absolute TSR negative |
Shares Vested in 2024 (Liquidity/Pressure Signals)
| Grant Date | Type | Vest Date | Shares Vested | FMV Price | Value Realized ($) |
|---|---|---|---|---|---|
| 2/28/2020 | Time | 8/31/2024 | 15,104 | 17.09 | 258,127 |
| 2/28/2021 | Time | 8/31/2024 | 8,731 | 17.09 | 149,213 |
| 2/28/2022 | Time | 8/31/2024 | 13,547 | 17.09 | 231,518 |
| 2/28/2023 | Time | 8/31/2024 | 11,891 | 17.09 | 203,217 |
| 2/28/2021 | Performance | 2/28/2024 | 23,049 | 15.29 | 352,419 |
| Total | — | — | 72,322 | — | 1,194,494 |
Notes on potential selling pressure: • Time-based tranches vest annually (25% per year), creating predictable liquidity events; Sharp must retain 100% of net vested shares until meeting ownership requirements, which he has exceeded as of 12/31/2024; ongoing retention rules apply to prevent holdings dropping below required levels .
• Performance-based cycles vest on a 3-year cliff (next vest date 2/28/2027 for 2024 grants), deferring potential sellable liquidity and aligning with long-term performance .
Equity Ownership & Alignment
| Metric | Value |
|---|---|
| Common shares beneficially owned | 125,328 |
| Deferred share awards | 440,054 |
| Total reported (beneficial + deferred) | 565,382 |
| Shares outstanding (basis for % calc) | 447,413,586 |
| Ownership guidelines (Executives) | 5x base salary; retain 100% of net vested shares until compliance; compliance deemed maintained if holdings do not fall below level |
| Compliance status (as of 12/31/2024) | Exceeded ownership requirements |
| Pledging/Hedging | Prohibited; no shares pledged by executives |
| Stock options/SARs | Company does not grant options or SARs |
Employment Terms
| Topic | Disclosure |
|---|---|
| Employment start date & tenure | Joined Invesco in 2008; 17 years tenure; senior roles across regions |
| Notice period | Six or twelve months for NEOs; salary/benefits continue; vesting runs to termination date per agreements |
| Severance & change-in-control economics | Double-trigger for equity vesting; equity award values under scenarios for Sharp (assumed termination 12/31/2024, share price $17.48): Involuntary termination (other than for cause): $8,202,351; Involuntary termination following change in control: $8,202,351; Death/disability: $8,202,351 |
| Cash severance multiples | Not specifically disclosed; company states no supplemental severance benefits outside standard benefits |
| Clawback policy | Applies to incentive-based compensation for material restatements or “little r” errors; forfeiture/clawback to extent practicable |
| Tax gross-ups | Company summary indicates no tax gross-ups; Sharp had no assignment-related gross-ups in 2024 |
| Non-compete / non-solicit | Post-termination payments conditioned on covenants restricting solicitation of clients/employees and nondisclosure of confidential information |
| Insider trading controls | Pre-clearance and blackout procedures under Insider Trading Policy |
Compensation Committee Analysis (Framework and Peer Context)
- Incentive awards range from 0% to 130% of target based on company and individual performance; 2024 company-wide incentive pool set at 43% of revenue .
- At least 50% of executive equity is performance-based; vesting matrix uses three-year average AOM and relative TSR with 0–150% payouts; capped at 100% if absolute TSR is negative .
- Independent consultant Johnson Associates advises the committee; no conflicts, no other services in 2024 .
- Compensation peer group includes AllianceBernstein, BNY Mellon, BlackRock, Franklin Resources, Goldman Sachs (AM), Janus Henderson, Lazard, Morgan Stanley (IM), Northern Trust, State Street, T. Rowe Price; peer group used for market reference and relative TSR benchmarking .
Performance & Track Record (Highlights in 2024)
- Gross active fund sales of $103B and $71B net long-term ETF inflows under Sharp’s remit .
- Reorganization of US and UK sales to align with strategic priorities, product realignment to enhance delivery of investment content, and development of digital tools for client service differentiation .
- Company scorecard drove a 107% outcome for 2024, underpinning NEO incentive determinations .
Say-on-Pay & Shareholder Feedback
- Board recommends “FOR” the advisory vote approving NEO compensation; annual say-on-pay practice .
- 2024 shareholder outreach contacted or engaged holders representing ~71% of common stock; feedback contributed to features like negative TSR vesting cap and enhanced scorecard weighting to financial metrics; committee believes shareholders support the program .
Investment Implications
- Pay-for-performance rigor: Performance-based equity tied to AOM and relative TSR with real-world outcomes (e.g., 2022 PSUs vesting at 17%), limiting windfalls and aligning compensation with shareholder value—supportive of disciplined capital allocation and expense control .
- Liquidity and selling pressure: Predictable annual time-based vesting plus 3-year PSU cliffs create staggered liquidity; retention requirements and prohibition on pledging/hedging mitigate near-term selling pressure risk .
- Alignment and retention: Exceeded ownership requirements (5x salary), significant deferred equity mix (at least 50% performance-based for Sharp due to local regulations), and double-trigger protections promote long-term alignment while preserving retention incentives .
- Downside protection for shareholders: Clawback policy, no options/SARs, no excise tax gross-ups, and scorecard-driven incentive range (0–130%) reduce governance and pay inflation risks; peer benchmarking and independent consultant oversight add external discipline .