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Ramy Tadros

Regional President, U.S. Business and Head of MetLife Holdings at METLIFEMETLIFE
Executive

About Ramy Tadros

Ramy Tadros is Regional President of MetLife’s U.S. Business and Head of MetLife Holdings, overseeing Group Benefits and Retirement & Income Solutions (RIS) as well as the closed-block businesses in MetLife Holdings; these combined represented more than 60% of Core Adjusted Earnings in 2024 . In 2024 under his leadership, Group Benefits generated $1.7B of Core Adjusted Earnings and RIS generated $1.6B; RIS executed $6.7B of U.S. and U.K. pension risk transfer sales, with sales up 45% year-over-year . He is age 49 per the FY2024 10-K executive officer roster . Company pay-versus-performance disclosure shows MetLife’s $100 TSR rose to $190.54 by 2024, and Adjusted Earnings were $5.796B in 2024, providing broader performance context for executive incentive linkage .

Past Roles

OrganizationRoleYearsStrategic Impact
MetLife, Inc.Executive Vice President & Chief Risk OfficerSep 2017 – Apr 2019Oversaw enterprise risk; foundation for subsequent U.S. Business leadership .
MetLife, Inc.President, U.S. BusinessMay 2019 – Aug 2023U.S. businesses represented approximately half of Core Adjusted Earnings in 2022; drove growth and portfolio repositioning (e.g., Versant Health acquisition, UK longevity risk transfer entry) .
MetLife, Inc.Regional President, U.S. Business & Head of MetLife HoldingsSep 2023 – PresentLed Group Benefits and RIS plus MLH; 2024 results included $1.7B Group Benefits Core Adjusted Earnings, $1.6B RIS Core Adjusted Earnings, $6.7B PRT sales .

External Roles

No public company board roles or external directorships disclosed for Tadros in the company’s filings .

Fixed Compensation

Metric202120222023
Salary ($)825,000 843,750 876,250
Non-Equity Incentive Plan Compensation (AVIP) ($)2,200,000 2,300,000 2,200,000
Stock Awards (Grant-date fair value, $)2,661,121 3,001,012 3,643,454
Option Awards (Grant-date fair value, $)350,007 383,796 451,678
All Other Compensation ($)113,000 121,750 127,050
Total ($)6,435,102 6,965,884 7,659,118
2024 Performance-Year Decisions (made in 2025)Amount ($)
Base Salary Earned907,500
AVIP Award (cash)2,100,000
LTI Granted in 2025 (award value, not GAAP)4,750,000
Total Compensation (sum of above)7,757,500
  • 2024 AVIP funding performance factor for broadly eligible employees was 101.4% of target .
  • The Compensation Committee endorsed a $30,000 base salary increase for Tadros in 2024, reflecting performance and market positioning .

Performance Compensation

ComponentMetricWeightingTargetActualPayoutVesting
Annual Cash Incentive (AVIP) – 2024Company performance vs Business PlanNot formulaic at individual level100%101.4% funding factor$2,100,000 Cash paid in 2025
Performance Shares (2022–2024 cycle)3-year TSR vs peers; 3-year Adjusted ROE vs Business Plan70% of executive LTI award value in Performance Shares (program level)100%114.3% performance factorIncluded in 2024 stock vested; Tadros vested 53,675 sh, $4,289,010 value Vests at cycle end (Dec 31, 2024)
Performance Shares (2023–2025 cycle)TSR; Adjusted ROEPart of LTI100%TBDMax unearned PSUs outstanding: 70,021Vests Dec 31, 2025
Performance Shares (2024–2026 cycle)TSR; Adjusted ROEPart of LTI100%TBDMax unearned PSUs outstanding: 76,518Vests Dec 31, 2026
Restricted Stock Units (2024 grants)Time-based30% of LTI (program level)N/AN/A9,370 RSUs granted (2024)Vests in thirds each first business day of March on or following first three anniversaries; special 8/31/23 grant vests on 3rd anniversary
Stock Options (2024 grants)Time-based, 10-year termN/AN/AN/A28,113 options granted at $69.16 strikeVest one-third annually over first three anniversaries; 10-year expiration

Program design highlights:

  • 70% of executive officer LTI value in Performance Shares; metrics are three-year relative TSR and three-year Adjusted ROE, aligning payouts with long-term performance; RSUs settle in shares and depend on share value at settlement .
  • Clawback policies include performance-based recoupment for misconduct or materially inaccurate performance measures, and mandatory recovery of erroneously awarded compensation upon certain restatements regardless of fault .

Equity Ownership & Alignment

Ownership SnapshotMar 28, 2024Mar 31, 2025
Common Stock (#)121,191 147,033
Exercisable Stock Options (#)107,328 133,701
Deferred Shares (#)0 0
Total Beneficial Ownership (#)228,519 280,734
Percent of Class (%)<1% <1% (674,385,252 shares outstanding)

Stock ownership alignment:

  • Executive stock ownership guideline multiple: 4x base salary; Tadros is at/above guideline and compliant with 100% net share retention (retain all net shares from awards until guideline met/maintained) .
  • Hedging and pledging of company securities are prohibited for directors and employees, including officers, mitigating misalignment risk from derivatives or collateralized holdings .

Outstanding equity awards at 2024 fiscal year-end (Ramy Tadros):

Award TypeStatusQuantityTerms
OptionsExercisable5,933$45.50 strike; expires 3/1/2028
OptionsExercisable20,162$44.65; exp 2/25/2029
OptionsExercisable28,374$47.58; exp 2/24/2030
OptionsExercisable27,430$57.43; exp 2/22/2031
OptionsExercisable/Unexercisable16,855 / 8,428$68.96; exp 2/21/2032
OptionsExercisable/Unexercisable8,574 / 17,148$71.73; exp 2/27/2033
OptionsUnexercisable28,113$69.16; exp 2/26/2034
RSUs Not VestedShares25,790Market value $2,111,685 at 12/31/2024
PSUs Not Vested (Max)Shares146,539Payout value $11,998,613 at 12/31/2024

Stock vested and option exercises:

Metric20232024
Options Exercised (#)
Stock Vested (#)71,933 53,675
Value Realized on Vesting ($)4,803,236 4,289,010

Insider trading plan:

ItemDetail
Rule 10b5-1 plan adoptionAdopted Dec 13, 2023 to sell 4,026 shares; plan expiration Aug 1, 2024 .

Employment Terms

  • No individual employment contracts for U.S.-based executive officers .
  • Standard severance: eligibility for involuntary termination (excluding cause) provides severance based on grade, salary rate, and service; longer service yields greater benefits; outplacement included; pro-rata cash consideration for certain forfeited performance shares; rule-of-65 criteria can preserve outstanding LTI .
  • Change-in-control (CIC) plan: Double-trigger required; no payments based solely on CIC; LTI may be substituted by equivalent awards; if no substitution, immediate vesting upon CIC; no excise tax gross-ups; CIC cash severance not beyond 2x total annual cash compensation (salary + average annual cash incentive) .

Potential payments upon termination/CIC (hypothetical at 12/31/2024):

ScenarioAccelerated Options ($)Issuance of Shares for Share Awards ($)Severance Pay ($)Outplacement ($)Pro-Rata Delivery of Shares ($)Benefits Continuation ($)
Death640,539 8,968,071
Severance-Eligible Termination (No CIC)615,865 3,071 3,157,400
CIC (Assuming No Alternative Award)640,539 8,968,071
CIC Severance-Eligible Termination6,296,667 89,221

Clawbacks and risk controls:

  • Performance-based recoupment for fraudulent or wrongful conduct causing harm, including restatements; executive-level recoupment for materially inaccurate performance measures; Dodd-Frank compliant clawback for erroneous compensation upon certain restatements .
  • Anti-hedging/anti-pledging; multi-year LTI performance periods; AVIP design and Adjusted Earnings metric exclude volatile items, aligning incentives to prudent risk-taking .

Investment Implications

  • Alignment: High variable pay with 70% of LTI in performance shares tied to three-year TSR and Adjusted ROE, plus strict ownership/retention and anti-hedging/anti-pledging policies → strong shareholder alignment and reduced misalignment risk .
  • Retention risk: Meaningful unvested RSUs/PSUs and multi-year vesting, with double-trigger CIC protections and standard severance; absence of employment contracts or tax gross-ups suggests balanced retention without entrenchment .
  • Trading signals: Adoption of a Rule 10b5-1 plan (Dec 2023) for 4,026 shares indicates structured selling; no options exercised in 2023–2024, while sizable vesting occurred, which may imply limited near-term discretionary sales outside planned programs .
  • Execution track record: Oversight of segments driving majority of Core Adjusted Earnings, with strong 2024 operating outcomes (Group Benefits $1.7B Core AE; RIS $1.6B; $6.7B PRT sales) supports pay-for-performance and confidence in forward strategic initiatives .