Robert W. Glass
ROBERT HALFAbout Robert W. Glass
Robert W. Glass served as Executive Vice President, Corporate Development at Robert Half Inc. (RHI) and has been a senior leader since the 1980s, holding EVP Corporate Development since 2004, Senior VP Corporate Development from 1993–2004, and VP Corporate Development from 1987–1993; he was age 64 at the April 2023 proxy date . Company performance during his senior tenure has included record 2022 results (Revenue $7.24B, Net Income $658M, ROIC 45%) and, amid macro headwinds, 2024 results (Revenue $5.80B, Net Income $252M, ROIC 17%) . RHI’s incentive design ties equity to three‑year relative ROIC and TSR against a GICS 2020 Commercial & Professional Services peer group, reinforcing pay-for-performance alignment; shareholders have supported compensation programs with 95% Say-on-Pay approval in 2023 and 93.5% in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Robert Half Inc. | Executive Vice President, Corporate Development | 2004–present (as of 2023 proxy) | Long-tenured corporate development leadership across cycles |
| Robert Half Inc. | Senior Vice President, Corporate Development | 1993–2004 | Sustained corporate development oversight |
| Robert Half Inc. | Vice President, Corporate Development | 1987–1993 | Early leadership in corporate development |
External Roles
- Not disclosed in the company’s proxy statements for 2023–2025. (No external directorships or roles listed for Glass) .
Fixed Compensation
| Year | Salary ($) | Stock Awards – Grant-date fair value ($) | Non-Equity Incentive ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|
| 2020 | $165,847 | $1,013,063 | $435,973 | $102,146 | $1,717,029 |
| 2021 | $245,000 | $1,120,366 | $786,798 | $154,770 | $2,306,934 |
| 2022 | $245,000 | $1,142,163 | $865,270 | $166,540 | $2,418,973 |
Performance Compensation
| Component | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Performance Bonus (2022) | Revenue | 20% | $7.32B | $7.24B | 98.9% of target for revenue | Cash bonus paid post-year; formulaic (no leverage) |
| Annual Performance Bonus (2022) | Net Income | 80% | $668.2M | $658.0M | 98.5% of target for net income | Cash bonus paid post-year; formulaic (no leverage) |
| Annual Performance Bonus (2022) | Combined | — | — | — | 98.6% overall payout | Cash payout (no vesting) |
| Performance Shares (2022 grant) | Relative ROIC vs peer group | — | 65th percentile target; forfeiture below 40th percentile | 3-year measure (2022–2024) | 0–150% adjustment before TSR | 3-year cliff; continued service to Mar 23, 2025; time-vesting waived for death/disability |
| Performance Shares (2022 grant) | Relative TSR vs peer group | — | 50th percentile (modifier) | 3-year measure (2022–2024) | ±25% modifier applied after ROIC | Same as above |
Historical realization example (2020 grant): Company ROIC and TSR outcomes earned 179.8% of target; Glass’s 2020 award delivered 27,237 total shares (12,085 above target) when certified, illustrating upside under strong performance .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Executive share ownership guideline | Minimum shares equal to a multiple of salary; for Glass, minimum 7,426 shares; company states NEOs met/exceeded requirements . |
| Hedging & pledging | Prohibited for directors, officers, employees; ban includes monetization strategies (collars, swaps, exchange funds) . |
| Options | Company stopped issuing options to executive officers in 2005; none outstanding . |
| Unvested/Unearned equity at 12/31/2022 | Unvested shares: 27,237 (market value $2,010,908 at $73.83); Unearned PSUs at max: 39,376 (payout value $2,907,130 at $73.83) . |
| Deferred compensation (SERP) | 2022 registrant contribution $166,540; aggregate earnings $263,626; year-end balance $5,480,480; Glass’s SERP amounts are fully vested per plan rules . |
| Current beneficial ownership table | As of March 31, 2025, beneficial ownership table lists current executives/directors; Glass is not among those listed, indicating he was not a current exec/director at that date . |
Employment Terms
| Provision | Terms |
|---|---|
| Severance Agreement (2023 proxy) | Lump sum of 2 years’ base salary (2.99 years if served as a director) upon termination without Cause, certain voluntary terminations, or relocation request; pro‑rata current-year bonus if not CIC; if within 1 year of CIC, 2× prior year’s bonus (2.99× if served as a director); benefits continuation for 2 years (2.99 years if served as a director); SERP amounts fully vest on termination; time-based vesting ceases but performance conditions remain for equity . |
| Post-termination medical | If employment ends (other than for Cause) after age 60, Glass and spouse receive company-paid healthcare coverage until death . |
| Part-Time Employment Agreement | 4-year post-retirement consulting; annual pay equals 8% of the average highest five cash compensation years in the prior 10; non‑compete and non‑solicit during the period; pre-retirement equity continues vesting per original schedule . |
| Equity plan vesting protections | Awards vest on death or disability; PSUs require performance condition certification and time-vesting unless waived for death/disability; dividends accrue and pay only upon vest; forfeited on unearned shares . |
| Clawback | Executive compensation clawback policy aligned with SEC Rule 10D‑1 and NYSE listing standards (amended 2023) . |
| Excise tax gross-ups | None for executives or directors in CIC events . |
Investment Implications
- Alignment: Strong pay-for-performance construct (annual bonus tied to revenue and net income; PSUs driven by three-year relative ROIC and TSR) reduces misalignment risk; company-level Say-on-Pay approvals of ~95% (2023) and 93.5% (2024) support program credibility .
- Retention: SERP balances and four-year post-retirement consulting provide continuity and reduce abrupt departure risk; medical coverage to death post-60 increases stickiness .
- Selling pressure signals: PSU releases occur on three-year cliff dates post-committee certification (e.g., 2021 grant released March 19, 2024; 2022 grant released March 23, 2025 for NEOs), which can be windows for insider transactions; the corporate hedging/pledging ban mitigates alignment concerns .
- Governance risk flags: No excise tax gross-ups; no option repricing; clawback in place; explicit hedging/pledging prohibition—limited red flags relative to common governance issues .
Company performance context: 2022 delivered record Revenue ($7.24B), Net Income ($658M), ROIC (45%); 2024 saw cyclical pressure with Revenue ($5.80B), Net Income ($252M), ROIC (17%), consistent with incentive outcomes (bonuses below target; PSUs fully performance-based) .