NACD Board Leadership Conference NACD Chapter System

12/15/16 San Antonio | Compensation Design to Maintain a Competitive Advantage

December 15, 2016
San Antonio, TX



Intense market pressures and general economic uncertainty make maintaining a competitive advantage paramount for the long-term success, or even survival, of a company. Are our compensation programs encouraging or stifling innovation in our organization? Boards that do what’s best for their organization and design executive compensation programs that fully support their strategies can run afoul of proxy advisory firm guidelines.  How do you get ahead of the scrutiny of proxy advisory firms’ and avoid being sent to the penalty box? Local compensation experts joined to discuss with director’s their role in 2017 in this uncertain environment and new administration.  Additional discussion topics they proposed included:

  • Is our management team fully prepared for the both the external and internal responses to the CEO Pay Ratio disclosures?
  • What are director expectations regarding Dodd-Frank in light of the election results?
  • Should the compensation committee expand its role to encompass broader talent management responsibilities, not addressed otherwise by the board or its committees?


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Location and Time


Westin Riverwalk
420 W Market Street
San Antonio, TX 78205

7:00am   Check-in and Networking Breakfast

7:30am   Roundtable Discussions

7:45am   Panel Discussion and Audience Q&A

9:15am   Closing and final networking

Speaker Spotlight


David Bixby, Moderator

Managing Director, Pearl Meyer and Partners

David Bixby has over 15 years of compensation consulting experience, assisting Boards and senior management with issues related to executive and director compensation program design and governance.

David joined Pearl Meyer & Partners in 2010 as a Managing Director in the Houston office. David’s responsibilities include assisting clients with compensation strategy and philosophy development, annual and long-term incentive plan design, assessment of pay and performance alignment, review of employment and severance agreements, development of effective compensation program disclosure, and competitive pay analyses.

Prior to joining Pearl Meyer & Partners, David was a Senior Consultant in the Houston office of Towers Perrin (later Towers Watson), where he was responsible for managing ongoing relationships with senior management and boards of directors for a number of clients. He also oversaw the design and administration of energy industry compensation surveys covering energy marketing and trading, oilfield services, oil and gas exploration & production, and renewable power generation.

David is a Certified Executive Compensation Professional through World at Work and is a faculty member of Board Advisory Services for the National Association of Corporate Directors (NACD).

David holds both a B.A. in Economics and an MBA from Rice University.

Gail Stewart

Partner, Baker Botts L.L.P., Chair of Employee Benefits and Executive Compensation Section
Director, NACD Texas TriCities Chapter, River Oaks Baptist School, Houston Christian High School

Gail Stewart serves as the chair of Baker Botts’ firmwide employee benefits & executive compensation section and chair of the firmwide diversity committee. She has extensive experience with the design and implementation of executive compensation arrangements, such as equity-based incentive programs, salary continuation plans, golden parachute arrangements and employment agreements. She also provides counsel to companies on the design and regulatory compliance of pension, profit sharing and welfare benefit plans.

In the executive compensation area, Ms. Stewart helps clients establish and manage executive compensation plans and arrangements, as well as negotiate and draft employment and severance agreements with senior executives of publicly traded and privately held companies. She also regularly advises clients on employee benefits issues attendant to mergers, acquisitions, public offerings and bank loans, as well as on prohibited transactions and fiduciary problems relating to employee benefit plan investments. She represents clients of all sizes, both public and private, in a variety of industries.

Gail currently serves as Director for the National Association of Corporate Directors TriCities Chapter, Member of the Board of Trustees for the Houston Christian High School, Member of the Board of Trustees and former Chair of the River Oaks Baptist School and former Member of the Board of the Tanglewood Homes Association.

William McDonald

Director, Chair of Organization and Compensation, Humana, Inc.
Former Executive Vice President, Brand Management, Capital One Owner and Principle, Wild Irishman Advisory

Mr. McDonald’s career began with a 13 year run at PepsiCo. Bill started at Frito Lay and worked in every major snack category. He then joined the corporate staff of PepsiCo as Director of Strategic Planning for the five worldwide beverage divisions. Bill then joined Pizza Hut for the national rollout of Pizza Hut Delivery and ultimately the number two brand job. He was promoted to SVP CMO at KFC where he oversaw the re-branding of the concept, the launch of a more snackable menu, and a more impactful price value promotion strategy.

Mr. McDonald left PepsiCo and joined the restaurant start-up, Boston Chicken as EVP. He was the financed area developer for Northern California, and ultimately Chief Marketing Officer.

Mr. McDonald joined Capital One and the company has seen a meteoric rise from anonymous monoline card issuer to a leading bank brand with groundbreaking advertising & sponsorship, iconic products, and powerful digital and direct marketing. Bill was named in 2004 to Advertising Age’s Marketing 50.

As Executive Vice President for Brand Management, Bill was responsible for leading Capital One’s Brand Strategy, Advertising, Sponsorship, and Direct & Digital Creative Integration throughout North America and internationally. Mr. McDonald continues as a Senior Executive Advisor at Capital One.

Mr. McDonald was elected to the board of directors of Humana Inc, in 2007 and chairs the Organization & Compensation Committee.

Mr. McDonald is currently the Owner and Principle of Wild Irishman Advisory, a marketing consultancy in Denver Colorado.

Mr. McDonald earned both his Bachelor’s and MBA at the University of Texas in Austin.



2 NACD skill-specific credits

Question about this Event?

Contact NACD Texas TriCities Chapter 5773 Woodway Dr, Box 258, Houston, TX, 77057 phone: 832-369-7110 email: