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Mary Ann Betsch

Chief Financial Officer at LazardLazard
Executive

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

OrganizationRoleYearsStrategic Impact
CitadelSenior finance/accounting leadership2018–2022Helped lead firm’s finance and accounting function
PwCPartner (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 Accountant2 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):

YearBase Salary ($)Annual Cash Incentive ($)Equity Awards ($)Total Compensation ($)
2022187,500 850,000 1,150,000 2,187,500
2023750,000 750,000 2,250,000 3,750,000
2024750,000 825,000 2,675,000 4,250,000

Perquisites and other 2024 compensation:

Item2024 Amount ($)
Life and long-term disability premiums2,914
401(k) matching contributions13,800
Interest on capital accounts3,585
Tax preparation services8,188
Executive dining8,500
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:

GrantGrant DateAward TypeTarget UnitsVest DateVesting Conditions
2023 awards (for 2022 perf.)March 2023PIPRs30,303 March 10, 2026 Service plus Minimum Value Condition within 5 years
2024 awards (for 2023 perf.)Mar 12, 2024PIPRs57,737 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):

ScenarioSeverance 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/Disability2,500,000 4,639,598
On/after change in control with qualifying termination6,500,000 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 .