Mary Ann Betsch
About Mary Ann Betsch
Mary Ann Betsch is Chief Financial Officer of Lazard, Inc. and Lazard Group, appointed in October 2022; she is 46 years old, a New York CPA and CFA charterholder with prior senior finance leadership at Citadel and 17 years at PwC, including a two‑year fellowship supported by the Federal Reserve Board’s Chief Accountant . During 2024, Lazard delivered adjusted net revenue growth of 18%, adjusted operating income up 148%, adjusted operating margin rising to 14.2% (from 6.8% in 2023), and 1‑year TSR of 55%, reflecting progress on cost discipline and growth initiatives overseen by the executive team including the CFO .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Citadel | Senior finance/accounting leadership | 2018–2022 | Helped lead firm’s finance and accounting function |
| PwC | Partner (audit/advisory serving global investment banks and financial institutions) | 17 years (dates not disclosed) | Led complex audits/advisory for global FIs; risk and controls expertise |
| Federal Reserve Board (fellowship) | Two‑year fellowship supported by FRB Chief Accountant | 2 years (dates not disclosed) | Policy, regulatory and financial reporting exposure |
External Roles
No public company board roles disclosed for Betsch .
Fixed Compensation
Multi-year compensation awarded (as considered by the Compensation Committee):
| Year | Base Salary ($) | Annual Cash Incentive ($) | Equity Awards ($) | Total Compensation ($) |
|---|---|---|---|---|
| 2022 | 187,500 | 850,000 | 1,150,000 | 2,187,500 |
| 2023 | 750,000 | 750,000 | 2,250,000 | 3,750,000 |
| 2024 | 750,000 | 825,000 | 2,675,000 | 4,250,000 |
Perquisites and other 2024 compensation:
| Item | 2024 Amount ($) |
|---|---|
| Life and long-term disability premiums | 2,914 |
| 401(k) matching contributions | 13,800 |
| Interest on capital accounts | 3,585 |
| Tax preparation services | 8,188 |
| Executive dining | 8,500 |
| Total “All Other Compensation” | 36,987 |
Performance Compensation
Performance considerations (2024): improved performance and efficiency of global corporate finance, accounting and tax operations; drove cost discipline and progress toward margin targets . Long-term incentives are primarily profits interest participation rights (PIPRs), which vest based on multi‑year service and achievement of a Minimum Value Condition (five‑year window); if conditions are not met, awards are forfeited .
PIPR/RSU vesting schedule and mechanics:
| Grant | Grant Date | Award Type | Target Units | Vest Date | Vesting Conditions |
|---|---|---|---|---|---|
| 2023 awards (for 2022 perf.) | March 2023 | PIPRs | 30,303 | March 10, 2026 | Service plus Minimum Value Condition within 5 years |
| 2024 awards (for 2023 perf.) | Mar 12, 2024 | PIPRs | 57,737 | Mar 15, 2027 | Service plus Minimum Value Condition within 5 years |
2024 vesting activity: No Betsch long‑term awards vested in 2024 (0 shares; $0 value realized) .
Equity Ownership & Alignment
- Beneficial ownership: Betsch reported “—” shares of common stock beneficially owned as of March 10, 2025 (less than 1%) .
- Outstanding unvested equity at 12/31/2024: 88,040 PIPRs/RSUs (market value $4,532,299 at $51.48) .
- Stock ownership guidelines: CEO 6x salary; other NEOs (incl. CFO) 3x salary. Five years allowed to reach compliance; unearned performance awards excluded. All NEOs exceed or are on track to meet guidelines .
- Hedging/short sales prohibited without prior approval (executives will not be approved); clawback policies in place (Dodd‑Frank compliant and misconduct-based) .
- Pledging: No pledging disclosures; no pledging policy described in proxy .
Employment Terms
Retention agreement economics (as of 12/31/2024; illustrative amounts at $51.48 share price):
| Scenario | Severance Payment ($) | Pro‑Rata Annual Incentive ($) | Salary in Lieu of Notice ($) | Equity Vesting Value ($) |
|---|---|---|---|---|
| Involuntary termination (no cause) | 6,500,000 | 2,500,000 | 187,500 | 4,639,598 (PIPRs) |
| Resignation for “good reason” | 6,500,000 | 2,500,000 | — | 4,639,598 |
| Death/Disability | — | 2,500,000 | — | 4,639,598 |
| On/after change in control with qualifying termination | 6,500,000 | 2,500,000 | 187,500 | 4,639,598 |
Key terms:
- Severance multiples: Generally 2x (base salary + average annual bonus) for CFO; pro‑rata average bonus also payable; medical/dental continuation; “net better” 280G cutback—no excise tax gross‑ups .
- Double‑trigger vesting on change in control; PRPU/PRSU payout levels set at greater of target or actual through CIC; service conditions continue thereafter .
- Retirement eligibility: Betsch retirement eligibility date December 20, 2035; Deferred Compensation Retirement Policy details outlined (vesting mechanics, covenants) .
- Covenants: Non‑compete for six months post‑termination (three months if termination without cause or for good reason); non‑solicit of employees for nine months; client transition and nondisparagement provisions; notice period restrictions .
Performance & Track Record
- Margin and cost discipline: Betsch highlighted non‑compensation growth running mid‑single‑digits with continued cost savings amid investments in AI, cybersecurity, market data, travel, and new facilities—implying balanced operating leverage management for 2025 .
- 2024 firm performance linked to pay: Compensation Committee emphasized pay‑for‑performance and cost discipline; CFO’s total incentive was ~$3.5M (PIPRs ~$2.675M; cash bonus $825k), aligning majority of pay with equity (63%) and multi‑year vesting .
Compensation Structure Analysis
- Mix shift and risk alignment: For 2024, performance‑based compensation constituted ~90% on average for NEOs; for CFO, ~63% of total compensation in equity (PIPRs) with multi‑year vesting and forfeiture risk via Minimum Value Condition .
- No options granted: Company does not currently grant stock options or option‑like instruments; if resumed, would adopt timing controls relative to MNPI .
- Equity dilution: Board aims to offset most/all equity award dilution via repurchases; shareholders noted burn rate above sector average, mitigated by repurchases and people‑based cost structure .
Compensation Peer Group (Benchmarking)
Peer group used by Compensation Advisory Partners (unchanged from 2023): Affiliated Managers Group, AllianceBernstein, Artisan Partners, Blackstone, Evercore, Franklin Resources, Houlihan Lokey, Invesco, Janus Henderson, Jefferies Financial Group, Moelis & Co., Raymond James, Piper Sandler, PJT Partners, Stifel Financial, T. Rowe Price. Committee reviewed ranges but did not target a specific percentile; considered overall market and role comparability .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay result: Company was disappointed with outcome and conducted extensive outreach (Chair of Compensation Committee in 90% of top‑25 engagements); added disclosure on CEO pay alignment and special PRPUs; Committee stated no plans for additional special PRPUs prior to 2030 .
Equity Ownership & Insider Selling Pressure
- Near‑term supply: Betsch had no vestings in 2024 ; significant PIPRs scheduled for 2026 and 2027 vesting (30,303 and 57,737 units), creating potential settlement supply subject to performance/service conditions .
- Current holdings: “—” beneficial ownership as of March 10, 2025; compliance “on track” under 3x salary guideline with 5‑year window .
Investment Implications
- Alignment: CFO compensation is predominantly performance‑based with substantial equity at risk (PIPRs), multi‑year vesting, clawbacks, and anti‑hedging—supporting alignment with margin expansion and TSR goals under Lazard 2030 strategic plan .
- Retention risk: Robust severance and double‑trigger CIC protections reduce voluntary departure risk; retirement eligibility far out (2035) further strengthens retention; upcoming PIPR vesting in 2026/2027 ties continuity to equity realization .
- Trading signals: Lack of 2024 vestings and “—” current beneficial ownership limit immediate insider supply; watch 2026/2027 vesting windows and any Form 4 activity as potential indicators of insider monetization or confidence .
- Execution: CFO’s cost discipline commentary and 2024 operating leverage improvements (adjusted margin 14.2% vs 6.8%) suggest continued focus on expense control amid growth investments, supportive for multi‑year equity value accretion if targets sustained .