Golden Handshake
A golden handshake (also called a golden parachute) is a pre-negotiated severance package that guarantees substantial compensation to executives if they leave a company — typically following firing, takeover, restructuring, or retirement. Packages often include cash severance, accelerated stock vesting, bonuses, and continuing benefits.
Key takeaways
- Golden handshakes are contract clauses that promise large severance awards to senior executives.
- They are used to attract, retain, or induce leaders to accept risky roles or exit gracefully after a change in control.
- Critics argue they can reward poor performance or misconduct and damage corporate reputation.
- Smaller versions for nonexecutive employees are sometimes called silver handshakes.
- Shareholders and regulators have pushed for greater oversight, including advisory “say-on-pay” votes.
How golden handshakes work
- Negotiation and contract: The terms are typically negotiated before an executive is hired and written into the employment or change‑in‑control agreement.
- Typical components: cash severance (often a multiple of salary), lump-sum payments, accelerated vesting of equity awards, extended health or retirement benefits, and consulting fees.
- Triggering events: dismissal without cause, resignation for good reason, company sale or merger, or large organizational changes.
- Purpose: to make it easier for executives to join or leave without disproportionate personal financial risk, and to ensure continuity during transitions.
Variations and related concepts
- Golden parachute: often used interchangeably; sometimes emphasizes protections tied to a change in control.
- Golden hello: essentially the opposite — a signing bonus or inducement paid at the start of employment.
- Silver handshake: modest severance offered to nonexecutive employees, such as buyouts for union members or workers offered early-retirement packages.
Controversies and criticisms
- Rewarding failure: Because payouts are often not tied to performance, executives can receive large rewards even after poor results.
- Rewarding misconduct: In some cases, executives receive severance despite negligence or malfeasance, provoking public and investor outrage.
- Cost and fairness: Large severance packages can be costly to companies and seem unfair to rank-and-file employees, especially when the company performs poorly.
- Incentive misalignment: Generous exit packages can reduce accountability and encourage short-term decision-making.
- Shareholder backlash: Investors have pushed for more oversight; nonbinding “say-on-pay” votes and governance reforms aim to curb excessive payouts.
Notable examples
- R.J. Reynolds/Nabisco — A high-profile 1989 payout highlighted how large these clauses can be and became a symbol of excessive executive compensation.
- BP (Deepwater Horizon, 2010) — BP’s departing CEO received a year’s salary and retained a significant pension despite the company’s massive cleanup costs and losses following the spill.
- Merrill Lynch (2007–2008) — The chairman and CEO left with a very large severance amid severe trading losses and regulatory scrutiny, fueling debate over accountability in the financial crisis.
Corporate and investor responses
- Governance reforms: Boards and compensation committees increasingly tie severance and incentive pay to performance and clawback provisions.
- Say-on-pay votes: Shareholders now commonly get advisory votes on executive compensation, signaling investor sentiment even when votes are nonbinding.
- Contract design changes: Companies may limit accelerated vesting, include misconduct exceptions, or apply stricter cause definitions to reduce unjustified payouts.
Frequently asked questions
Q: Are golden handshakes still used?
A: Yes. Companies continue to use them to recruit and retain leadership, but their structure and disclosure have evolved amid scrutiny.
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Q: What’s the difference between a golden handshake and a golden parachute?
A: They are largely synonymous; “golden parachute” often refers specifically to protections tied to a change in control.
Q: Can a company recover a golden handshake if an executive is found guilty of wrongdoing?
A: Contracts increasingly include clawback clauses and misconduct exceptions that let companies reclaim or withhold payments, but enforceability depends on contract terms and legal circumstances.
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Bottom line
Golden handshakes are contractual severance arrangements meant to protect executives and ease transitions, but they can carry significant costs and reputational risks when poorly designed. Modern governance trends favor tying exit pay to performance, adding misconduct exceptions, and giving shareholders greater visibility and input to reduce excessive or unjustified payouts.