Michael Lashlee

About Michael Lashlee

Michael H. Lashlee is Mastercard’s Chief Security Officer, leading global corporate security, threat and response management, security architecture and engineering, cryptographic key management, business continuity, disaster recovery and emergency management; he is a member of the company’s Management Committee . He joined Mastercard in 2016 after a 25-year U.S. Secret Service career protecting Presidents Clinton, George W. Bush and Obama, and overseeing technical protective countermeasures at the White House; he holds a graduate leadership certificate from American University and a bachelor’s from Texas Tech University . Cybersecurity governance at Mastercard includes annual CSO reporting to the Board and Risk Committee on cyber readiness, material risks, and mitigation strategies . Company performance context (2024): net revenue $28.2B, net income $12.9B, diluted EPS $13.89; GDV $9.8T; switched transactions 159.4B; cash from operations $14.8B .

Past Roles

External Roles

Fixed Compensation

• Individual pay details for Mr. Lashlee are not disclosed; Mastercard’s proxy presents compensation for named executive officers only . Company-wide executive pay philosophy emphasizes pay-for-performance, competitive pay, and long-term equity weighting .
• Positive governance practices: robust clawbacks, double-trigger CoC provisions, no excise tax gross-ups for executive officers, and prohibitions on hedging/pledging .

Performance Compensation

Mastercard’s executive incentive design (company-wide):

Equity Ownership & Alignment

• Hedging and pledging of Mastercard stock are prohibited under the Insider Trading Policy; Directors/Executives and Section 16 reporters face trading windows and pre-clearance requirements; Section 16 reporters must use 10b5‑1 plans for open-market trades (other than directors) .
• Significant stock ownership requirements and guidelines apply to executives, with post-vest PSU holding periods; non-employee directors must hold ≥5× annual cash retainer within six years .
• Robust clawback and equity forfeiture policies support pay-for-performance alignment .

Employment Terms

• Change-of-control protections across plans require double-trigger; no excise tax gross-ups; no repricing of stock options .
• Deferred compensation program exists for eligible executives and directors (Mastercard Deferral Plan); defines distribution, deferral periods, and change-in-control treatment consistent with Section 409A .
• Insider Trading Policy mandates Board-level cybersecurity oversight, CSO expertise, and incident escalation/controls .

Investment Implications

• Alignment and retention: Strong linkage of incentives to revenue/EPS and relative TSR with post-vest holding periods and clawbacks reduces agency risk; prohibitions on hedging/pledging and mandated 10b5‑1 plans/pre-clearance temper insider selling pressure signals .
• Execution risk: Lashlee’s leadership spans enterprise security at a systemically important payments network; rigorous Board/Risk Committee oversight and multi-layered cyber programs mitigate operational/cyber risk tail events .
• Company performance: 2024 financials show durable growth and cash generation supporting long-term equity value; high say-on-pay support (95% in 2024) indicates shareholder endorsement of compensation structures .

Mastercard 2024 performance metrics:

Note: Individual compensation and share ownership for Michael Lashlee are not publicly disclosed; analysis reflects company-wide policies and programs and his disclosed role responsibilities.