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Louis Vachon, president and CEO of National Bank of Canada, made less in 2018 than he did in 2017, according to the bank’s proxy circular released Thursday.

Vachon made $8.1 million in direct compensation in fiscal 2018, down from $8.6 million in 2017. This drop was because the value of his incentive plan fell from $2.4 million in 2017 to $1.9 million in 2018, while his salary and equity-based awards were flat year-over-year. Vachon’s total direct compensation was 102.6% of his 2018 targeted compensation, which the board attributed to the bank generating record-high net income ($2.2 billion, up 10% from 2017) and the bank meeting all of its medium-term objectives, among other things.

Taking into account his pension, perks and other compensation, Vachon’s total compensation for fiscal 2018 was $8.9 million, down from $9.3 million in 2017.

National Bank’s other named executive officers also saw lower compensation in fiscal 2018 than 2017.

  • Ghislain Parent, chief financial officer and executive vice-president of finance, made $2.4 million in total compensation in 2018, down from $2.7 million in 2017.
  • Denis Girouard, executive vice-president and co-head of financial markets, made $6.9 million in 2018, about $50,000 less than he did in 2017.
  • Ricardo Pascoe, chief transformation officer and executive vice-president, made $6.7 million in 2018, down from $7.4 million in 2017.

Martin Gagnon, co-president and co-CEO of National Bank Financial, as well as executive vice-president of wealth management, became a named executive officer for the first time in 2018 and made $3.2 million in total compensation.

The report noted that Gagnon led his wealth management segment to net income of $489 million in fiscal 2018, up 20% from fiscal 2017. Further, as at Oct. 31, 2018, assets under administration and management totalled $485.1 billion, a $7.7 billion or 2% increase from the year prior.

Gender diversity

The circular notes that six of the 14 director nominees, or 43%, are women. Further, women account for 18% (2/11) of the bank’s executive officers and 35% (40/114) of the bank’s executive officer and officer positions combined.

Shareholder proposals

National Bank is facing two shareholder proposals, both of which the bank advises voting against.

  1. A request that the compensation committee disclose the equity ratio it uses in its compensation-setting process.
  2. Creation of a new technology committee.

The same shareholder who made the proposals withdrew two environment-related ones.

National Bank will hold its annual general meeting on April 24, 2019.