2022–2023 Director Compensation Report

In brief: The National Association of Corporate Directors is proud to present its 24^th annual Director Compensation Report in partnership with leading compensation consultancy, Pearl Meyer. This report is designed to help corporate directors by

• benchmarking director compensation levels and practices across a range of industries and company sizes for ease of comparison,

• identifying compensation trends and innovations, and

• offering in-depth analysis of selected trends or areas of focus.

The appropriate compensation of nonexecutive directors is an important element in the overall governance of all corporations. Effective director pay programs align the interests of directors with those of shareholders, rewarding their contributions to the effective direction and control of the corporation. This year's report shows a moderate increase in total compensation and a continuing decline in the use of meeting fees.

A related publication, 2022–2023 Director Compensation Report: Summary Statistics, is available from Pearl Meyer and provides additional data on director compensation by industry and company size. For further information or compensation consultation, please contact Pearl Meyer by emailing nacddirectorpay@pearlmeyer.com.

Most relevant audiences: NACD member corporate directors, compensation committee members and chairs, compensation analysts, proxy advisors, academics, and corporate governance and compensation advisors