Eric Veiel
PRICE T ROWE GROUPAbout Eric Veiel
Head of Global Investments and Chief Investment Officer (CIO) at T. Rowe Price; joined the firm in 2005 after six years as a sell‑side equity analyst, and holds a B.B.A. in finance (James Madison University) and an MBA in finance/accounting (Washington University in St. Louis); CFA charterholder . He co‑chairs/participates in multiple investment steering committees and serves on the Board of the T. Rowe Price mutual funds . Firm performance in 2024: net revenue $7,093.6 million and net income attributable to TROW $2,100.1 million; total shareholder return (value of initial $100) $112.88 for 2024, underscoring the backdrop for executive pay decisions .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| T. Rowe Price | Head of Global Investments and CIO | 2024–present | Oversees global investment activities, chairs Investment Management Steering Committee; strengthens coordination and capability sharing across asset classes |
| T. Rowe Price | Head of Global Equity | N/A (prior to 2024) | Led reorganization combining U.S. and International Equity into Global Equity; drove ETF and SMA growth |
| T. Rowe Price | Head of U.S. Equity; Co‑Head Global Equity; Co‑Director Equity Research NA; Co‑PM US Structured Research | N/A | Built integrated equity capabilities and leadership bench; advanced research and product strategy |
| T. Rowe Price | PM, Financial Services Equity Strategy; Financials Sector Team Lead | 2010–2014 | Led sector alpha generation and team development across financials |
| Wachovia Securities; Deutsche Bank Securities; A.G. Edwards & Sons | Sell‑side equity analyst (health insurers, PBMs) | 1999–2005 | External coverage expertise underpinning later buy‑side leadership |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| T. Rowe Price Mutual Funds | Board Member (internal to T. Rowe Price complex) | N/A | Serves on fund board; no external public company directorships disclosed |
Fixed Compensation
| Component | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $350,000 | $350,000 | $350,000 |
Performance Compensation
Annual Cash Incentive (AICP)
| Metric | 2023 Actual ($mm) | 2024 Maximum Eligible ($mm) | 2024 Actual ($mm) | Notes |
|---|---|---|---|---|
| AICP payout (Eric L. Veiel) | $5.5 | $12.9 | $6.3 | Committee exercised negative discretion vs. maximum |
Design: AICP pool capped at 5% of adjusted net operating income; awards consider company financials, investment performance, client service and strategic goal progress; CEO scorecard is formulaic, other NEOs assessed vs. strategic imperatives with judgment .
Long‑Term Equity Awards (granted Dec 2024)
| Award Type | Target Units | Vesting | Performance Metric | Grant Date Fair Value ($) |
|---|---|---|---|---|
| Time‑based RSUs | 15,651 | 33⅓% each Dec 10, 2025/2026/2027 | N/A | Included in $3,850,146 total grant value |
| Performance‑based RSUs | 15,651 | If earned, 50% Dec 2028 and 50% Dec 2029 | 3‑yr operating margin relative to peer average (AMG, AB, BLK, FII, BEN, JHG, IVZ), payout 0–100% (≥100% earns 100%) | Included in $3,850,146 total grant value |
Additional earned performance RSUs from prior cycles: 2021 grant certified at 100% (2022–2024 period); 10,284 shares earned, vesting in equal installments Dec 2025 & Dec 2026 .
Outstanding Equity and Vesting Timeline (as of 12/31/2024)
| Award | Units Outstanding | Next Vest Date(s) | Vest % |
|---|---|---|---|
| Time‑based RSUs (2024 grant) | 15,651 | Dec 10, 2025; Dec 10, 2026; Dec 10, 2027 | 33⅓% each year |
| Perf‑based RSUs (2024 grant) | 15,651 (unearned) | Dec 8, 2028; Dec 10, 2029 (if earned) | 50% each year |
| Perf‑based RSUs (2021 grant, earned) | 10,284 | Dec 10, 2025; Dec 10, 2026 | 50% each year |
| Time‑based RSUs (2022 grant) | 4,327 | Dec 10, 2025 | 100% (final tranche) |
| Time‑based RSUs (2023 grant) | 9,945 | Dec 10, 2025; Dec 10, 2026 | 50% each year |
Policy protections: double‑trigger acceleration upon change‑in‑control; death/disability acceleration; continued vesting after termination for certain age/service combinations (not met by NEOs as of 12/31/2024) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 187,998 shares; includes 53,500 in family trust (disclaimed) and 46,000 held by a family member; <1% of class |
| Options outstanding | None disclosed for Eric in outstanding awards table |
| Stock ownership guidelines | Management Committee members expected to hold 5× base salary; unvested RSUs count; all NEOs have satisfied guidelines |
| Hedging/short sales | Prohibited under Code of Ethics and Personal Transactions Policy |
| Pledging | No pledging disclosed for Eric; pledging footnote applies to Mr. August only |
| 2024 vesting realized | 24,962 shares vested; value realized $3,085,054 (mix of time‑based and performance‑based RSUs) |
| Deferred compensation | 2024: no contributions; aggregate earnings $6,200,791; year‑end balance $46,214,257 |
Personal investments in OHA funds (alignment and potential conflict monitoring): committed $3,250,000 to OHA funds/vehicles, under firm program allowing management to invest fee‑free; commitments called as needed .
Employment Terms
| Provision | Detail |
|---|---|
| Employment agreement | No individual severance agreement disclosed for Eric; Company generally has no severance obligations to NEOs other than Mr. August |
| Change‑in‑control (CIC) economics | Double‑trigger acceleration; illustrative value realized upon RSU acceleration + options exercise (if any) for Eric: $10,118,276 (as of 12/31/2024) |
| Clawbacks | Board‑adopted incentive compensation recoupment: (i) discretionary recoupment within 3 years upon material restatement; (ii) Dodd‑Frank mandatory “no‑fault” recovery for 3 prior fiscal years following restatement |
Performance & Track Record (selected highlights relevant to pay decisions)
- As CIO, investment performance mixed over 1/3/5 years (stronger vs peers/benchmarks over 10 years), with multi‑asset strong across periods; established the T. Rowe Price Investment Institute to enhance capabilities and client engagement .
- Leadership/strategy: unified global equity structure, advanced ETF/SMA launches, and contributed across U.S./International/Fixed Income/Multi‑Asset/Product steering committees; ongoing client thought leadership .
- Firm 2024 strategic/financial context: AUM $1.61T (+11.2% YoY); investment advisory revenues over $6.4B; cash returned to shareholders $1.4697B (dividends + buybacks); 2024 dividend increase continued 39‑year streak .
Compensation Structure Analysis
- Mix and at‑risk pay: Salary capped at $350k with the majority of compensation variable via annual cash (AICP) and long‑term equity (50% performance RSUs/50% time‑based RSUs) .
- Performance RSU metric concentration: single objective metric—3‑year operating margin vs peer average—simplifies alignment but concentrates risk on relative profitability; payout 0–100% with earned units vesting in yrs 4–5 .
- Governance features: double‑trigger CIC vesting; clawbacks; no excise tax gross‑ups; no acceleration of equity upon retirement; no repricing/exchange of equity awards without shareholder approval .
- Say‑on‑pay support remains strong (94% approval at 2024 meeting), indicating shareholder endorsement of structure and outcomes .
Multi‑Year Compensation (ERIC L. VEIEL)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary ($) | $350,212 | $350,000 | $350,000 |
| Stock Awards ($) | $3,150,212 | $3,000,010 | $3,850,146 |
| Non‑Equity Incentive Plan Compensation ($) | $6,000,000 | $5,500,000 | $6,300,000 |
| All Other Compensation ($) | $88,154 | $92,924 | $99,312 |
| Total ($) | $9,588,366 | $8,942,934 | $10,599,458 |
Breakdown of 2024 “All Other Compensation” for Eric: retirement contributions $46,000; retirement program limit bonus $5,063; ESPP match $4,000; matching gifts $15,000; perquisites/other $29,249 .
Vesting Schedules and Insider Selling Pressure
| Date | Approximate Units Vesting | Instrument | Notes |
|---|---|---|---|
| Dec 10, 2025 | 33⅓% of 2024 time‑based RSUs; 50% of 2021 performance RSUs; tranches of 2022/2023 time‑based RSUs | RSUs | Specific counts: 15,651 TBRSUs vest 33⅓%; 10,284 perf RSUs vest 50% (2021); 4,327 TBRSUs (2022) and 9,945 TBRSUs (2023) per schedules |
| Dec 10, 2026 | 33⅓% of 2024 TBRSUs; 50% of 2021 perf RSUs; 50% of 2023 TBRSUs | RSUs | As per schedules |
| Dec 10, 2027 | 33⅓% of 2024 TBRSUs | RSUs | Final TBRSU tranche |
| Dec 8, 2028 | If earned, 50% of 2024 perf RSUs | RSUs | Earnout dependent on 2025–2027 operating margin vs peer average |
| Dec 10, 2029 | If earned, remaining 50% of 2024 perf RSUs | RSUs | Earnout dependent as above |
Firm policy prohibits hedging/short sales; no pledging disclosed for Eric, reducing forced‑sale risk from margin calls .
Compensation Peer Group and Benchmarks
- Compensation peer group used by the Committee (examples): Affiliated Managers Group, AllianceBernstein, Ameriprise, BlackRock, Charles Schwab, Franklin Resources, Invesco, Northern Trust, TIAA; CEO‑only additions include JPMAM, MS Asset Management, GS Asset Management .
- Performance RSU peer set for operating margin comparison (2024 awards): AMG, AB, BlackRock, Federated, Franklin, Janus Henderson, Invesco .
Say‑on‑Pay & Shareholder Feedback
- 2024 Say‑on‑Pay approval: ~94% of votes cast in favor; investor outreach indicated positive reception to compensation program structure and transparency .
Risk Indicators & Red Flags
- Protections/controls: robust recoupment policies (material restatement and Dodd‑Frank clawback) ; prohibition on hedging/short sales ; no excise tax gross‑ups ; no equity award repricings without shareholder approval .
- Related party/transactions: personal OHA fund investments by executives disclosed and structured on standard terms, monitored by governance processes .
Equity Ownership & Beneficial Ownership Detail
| Holder | Shares | Notes |
|---|---|---|
| Eric L. Veiel | 187,998 | Includes 53,500 in family trust (disclaimed) and 46,000 owned by a family member; <1% of shares outstanding |
Employment & Contracts
- No individual severance agreement disclosed for Eric; CIC payments driven primarily by equity acceleration under double‑trigger; potential CIC value for Eric $10,118,276 as of 12/31/2024 .
Investment Implications
- Pay alignment and retention: Heavy mix of long‑term equity (including performance‑based RSUs tied to relative operating margin) supports performance alignment and retention; guideline compliance and clawbacks mitigate agency risk .
- Trading signals: Concentrated vest dates in December (2025–2027 for TBRSUs; 2028–2029 for perf RSUs if earned) may create seasonal supply; 2024 realized vesting of $3.09M evidences material settlement activity .
- Governance: Strong say‑on‑pay support (94%) and no severance guarantees reduce payout risk; double‑trigger CIC and no repricing/gross‑ups are shareholder‑friendly .
- Performance lens: Firm net revenue and net income growth, plus long‑term outperformance across many funds/composites, bolster the case for sustained equity‑linked compensation; operating margin vs peer average remains the pivotal metric for perf RSU outcomes .