Ameriprise Financial Inc DEF 14A, filed Mar 20, 2026

About this DEF 14A

Ameriprise Financial Inc (AMP)

DEF 14A 2026-03-20 For: 2026-04-29

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Added on June 12, 2026

Members of the Committee

Members of the Committee

Dianne Neal Blixt
(Chair)

Amy DiGeso

Robert F. Sharpe, Jr.

W. Edward Walter III

Ameriprise Financial Inc filed this DEF 14A on March 20, 2026.

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Proposal		Board Recommendation	Page Reference
Item 1	Election of eight director nominees named in the proxy statement	Vote FOR each director nominee	13
Item 2	Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2026	Vote FOR	40
Item 3	Approval of the compensation of the named executive officers by a nonbinding advisory vote	Vote FOR	42
	In addition, we will transact any other business that may properly come before the meeting.

		By Internet. Go to the website at www.proxyvote.com, 24 hours a day, seven days a week. You will need the control number that appears on your proxy card or on your Notice of Internet Availability of Proxy Materials.
		By Telephone. Call 1-800-690-6903, 24 hours a day, seven days a week. You will need the control number that appears on your proxy card.
		By Mail. If you received a full set of printed materials, sign and date your proxy card exactly as your name appears, and return it in the postage-paid envelope provided. If you received a Notice of Internet Availability of Proxy Materials, you may request a proxy card by following the instructions in your Notice. You do not need to mail the proxy card if you vote online or by telephone.
		During the Meeting. Go to virtualshareholdermeeting.com/amp2026. You will need the control number that appears on your proxy card or on your Notice of Internet Availability of Proxy Materials.


Proxy Summary	6
Corporate Governance	13
Item 1 — Election of the Eight Director Nominees	13
Nominees for Director	14
Director Experience and Qualifications	18
Board Leadership Structure	20
Board’s Role in Risk Oversight	21
Board’s Role in Strategic Planning	23
Committees of the Board	23
Year-Round Review of Board Composition and Succession	26
Shareholder Engagement	27
Communicating with Directors	28
Board Practices	29
Corporate Governance Documents and Policies	31
Compensation of Directors	32
Compensation Philosophy for Outside Directors	32
2025 Annual Compensation for Outside Directors	33
Compensation Paid to Outside Directors in 2025	35
Deferred Share Units Issued to Outside Directors in 2025	35
Ownership of our Common Shares	37
Report of the Audit and Risk Committee	39
Item 2 — Ratification of the Appointment of Our Independent Registered Public Accounting Firm	40
Item 3 — To Approve the Compensation of the Named Executive Officers by a Nonbinding Advisory Vote	42


Report of the Compensation and Benefits Committee	43
Compensation Discussion and Analysis	44
Executive Summary	44
Our Compensation Philosophy, Program and Approach	45
Annual Incentive Award	48
2025 Financial Performance Assessment	49
Business and Strategic Performance Assessment	50
2025 NEO Compensation and Performance Summary	53
PSU Program	57
Compensation Policies and Practices	58
Supplemental Total Direct Compensation Table	61
Compensation Tables	62
Summary Compensation Table	62
Grants of Plan-Based Awards in 2025	64
Outstanding Equity Awards at Fiscal Year-End 2025	65
Option Exercises and Stock Vested in 2025	66
Non-Qualified Deferred Compensation for 2025	67
Pension Benefits in 2025	68
Potential Payments Upon Termination or Change of Control for Named Executive Officers	69
CEO Pay Ratio	76
Pay Versus Performance	77
Certain Transactions	80
Related Person Transaction Review Policy	80
Transactions	80
Information about the Annual Meeting and Voting	82
Appendix: GAAP to Non-GAAP Reconciliations	A-1
Source and Disclosure Information	A-4

Independent Oversight Core to Sound Governance
● Highly skilled Board that provides a range of diverse perspectives and insights ● 7 of 8 director nominees are independent ● Directors cannot be nominated for election after reaching the age of 75		● Independent Presiding Director, elected annually by the independent directors ● Regular Board executive sessions of independent directors without management present ● Executive sessions at committee meetings led by independent committee chairs without management present		● Strategic succession planning resulting in regular Board and committee refreshment with a range of tenures ● Overboarding restrictions limit the number of public company boards that a director who is a public company executive may serve on to two and other directors to four


	Date & Time Wednesday, April 29, 2026 11:00 a.m. Central time			Location www.virtualshareholdermeeting.com/amp2026			Record Date March 2, 2026

Transparent Policies Support Shareholder Rights
● All directors are elected annually ● Majority voting with director resignation policy in uncontested elections		● Proxy access right ● No “poison pill” in effect		● No supermajority voting rights ● Annual say on pay vote

Strong Governance Practices Drive Accountability
● Annual long-range planning meeting with management focused on Company strategy ● Annual Board and committee evaluation process ● Director education on matters relevant to the Company, its business plan and risk profile ● Robust risk management overseen by the Audit and Risk Committee ● Focus on workplace culture, including “tone at the top,” values and talent		● Director access to experts and advisors, both internal and external ● Board oversight of sustainability strategy and CSR reporting ● Statement of Principles Governing Corporate Political Spending and annual report of corporate political spending available at ir.ameriprise.com ● Clawback policies include recovery triggers for material misconduct in addition to financial restatements		● Strong succession planning for our Board, CEO and senior executives ● Robust stock ownership guidelines for directors (5x annual retainer) and executive management (10x base salary for CEO and 4x for other NEOs) ● Directors, officers and management employees are prohibited from hedging against a decline in the value of our stock ● Directors and executive officers are prohibited from pledging our stock

Consistent Engagement Builds Trust and Transparency
● Maintain year-round dialogue with shareholders, which informs relevant Board actions ● In 2025, met with shareholders to discuss governance, compensation and other matters		● Investor input taken into account in compensation design and sustainability disclosures		● For additional information on our shareholder engagement program and certain actions the Company has taken based on shareholder feedback, see page 27

Our 2025 Annual Compensation Reflects:
● Disciplined, quantitative and objective approach and framework ● Majority of incentive pay is delivered in long-term incentives ● Exemplary and essential leadership of Chairman and CEO ● Tenure, experience and consistency of Executive Leadership Team ● Track record of strong results for our stakeholders across multiple time periods		● Competitive results compared to peers with outstanding long-term performance ● Engaged leadership which is core to our culture of care where our employees can thrive and deliver outstanding results for stakeholders ● Record Ameriprise financial performance in 2025

Performance-Based Pay Structure Aligned with Stakeholders’ Interests
● Ongoing shareholder engagement is a priority for our Board. ● In 2025, we met with shareholders to discuss governance, compensation and other matters. ● Shareholders expressed support of our Company’s overall approach for our executive compensation program.		● Our 2025 say on pay vote received positive support from shareholders representing approximately 89% of the shares voted. See the Compensation and Discussion Analysis starting on page 44.

Director Experience Highlights
Leadership and Strategy	Experience leading complex business operations and developing and executing strategic plans allows for effective oversight of the Company’s operations	Public Company	Public company governance and management experience provides insights to reputation, financial and risk management
Human Capital Management	Experience managing a large and/or global workforce brings understanding to the oversight of one of our key resources	Risk Management	Skills in identifying, assessing and managing risks are important to effectively oversee risk management and understand the most significant risks facing the Company
Finance	Possessing financial expertise and knowledge of the financial reporting and auditing processes aids in the oversight of reporting and internal controls	Consumer	Experience in understanding the needs and interests of consumers is relevant for evaluating new market opportunities
Global	Business strategy, operations and substantive experience in international matters provides insights to our global operations	Industry Experience	Experience in the financial services industry supports effective oversight of our operations and strategies
Technology / Cybersecurity	Understanding advancements in technology, cybersecurity and information systems/data management provides insight into opportunities and risks	Legal and Regulatory	Skills and experience with legal and regulatory requirements provides deep perspective on the highly regulated and complex legal frameworks applicable to our business

Board and Management Oversight of Corporate Social Responsibility Strategy and Reporting
Nominating and Governance Committee		● Shareholder engagement and communication ● Review of CSR-related reporting ● Political contributions and trade association memberships
Enterprise Risk Management Committee		● Chaired by CEO ● Core enterprise risk governance committee ● Ensures broad awareness and visibility of CSR-related reporting through established risk governance processes
Corporate Social Responsibility Governance and Strategy Group		● Provides overall governance of priority sustainability reporting ● Develops corporate social responsibility strategy with a focus on regulatory compliance and ensuring appropriate data and narrative controls ● Chair leads development of Ameriprise Responsible Business information on ameriprise.com and related communications

Engagement		Communication		Feedback
Executive management, investor relations and the corporate secretary engage on a regular basis with shareholders to understand their priorities on a broad range of topics, including strategy, financial performance, corporate governance, executive compensation and corporate sustainability practices. Our directors also directly engage with shareholders on certain occasions.	+	The Company also routinely interacts and communicates with shareholders through a number of other forums, including quarterly earnings presentations, Securities and Exchange Commission filings (including the annual report and proxy statement), the annual shareholder meeting, investor meetings and conferences and web communications.	+	We share our shareholder feedback and trends and developments about corporate governance matters with our Board, the Compensation and Benefits Committee and the Nominating and Governance Committee as we seek to enhance our governance practices and evolve our disclosures.

Interviews	Board Discussion	Feedback Incorporated
The Chairman and Presiding Director interview each board member individually to solicit perspectives and feedback.	Results of the Board and committee assessments are discussed at Board and committee meetings.	Input and feedback from the evaluation process are incorporated into Board practices.

Annual Cash Retainer		$110,000
Annual Equity Retainer		$210,000 in the form of DSUs
Board Meeting Fees		No board meeting fees
Committee Meeting Fees		No committee meeting fees
Committee Member Annual Retainer		Committee members receive an annual retainer as follows: ● Audit and Risk Committee — $15,000 ● Compensation and Benefits Committee — $10,000 ● Nominating and Governance Committee — $10,000 There is no committee member retainer for the members of the Executive Committee.
Committee Chair Annual Retainer		Committee chairpersons receive an annual retainer in addition to the committee member retainer, as follows: ● Audit and Risk Committee chair — $30,000 ($45,000 total committee retainer) ● Compensation and Benefits Committee chair — $20,000 ($30,000 total committee retainer) ● Nominating and Governance Committee chair — $20,000 ($30,000 total committee retainer)
Presiding Director Annual Retainer		$50,000
Charitable Matching Gift Program		Up to $2,000 annually

Feature	Annual Grant	Elective Retainer Deferral
Amount	● $210,000 ● Outside directors whose first term is less than one year will receive a pro-rata grant based on their length of service between their appointment to the Board and the next Annual Meeting of Shareholders	● Before the beginning of each calendar year, a director may elect to defer up to 100% of the annual cash retainer and any committee chair or member retainer, in 25% increments
Investment Options	● Only investment option is Ameriprise DSUs, credited to a separate annual equity grant DSU account	● Directors may choose to invest deferred amounts in one or both of these options: Ameriprise DSUs or a cash account that receives a market rate of interest, credited on the last day of each month
Number of Deferred Share Units Credited	● The number of DSUs is determined by dividing the dollar amount awarded by the closing price of a share of our common stock on the date of our annual shareholders meeting, or for a director who joins the Board after the date of the most recent Annual Meeting, the closing price of a share of our common stock on the third trading day following the release of our financial statements during the quarter the director joins	● The number of DSUs credited is determined by dividing the quarterly deferral amount by the closing price of a share of our common stock on the third trading day following the public release of our financial statements for the quarter
Dividend Equivalent Reinvestment	● Account is credited with additional DSUs on each dividend payment date for our common stock. The number of additional units is calculated by first multiplying the number of units held on the dividend record date by the dividend payable on a share of our common stock; that number is then divided by the closing price of a share of our common stock on the dividend payment date	● Deemed dividends on DSUs are reinvested in the same manner used for the annual equity grant account
Distribution	● Single payment in shares of our common stock following a director’s end of service	● A director makes a distribution election at the same time he or she make a deferral election, and that election applies to that year’s deferrals. A director makes a new distribution election each year. A director has three distribution choices: – Lump sum on March 31 of a specified year – Lump sum following the director’s end of service – Two to five or ten annual installments following the director’s end of service
Change in Control	● Upon a change in control, the entire account will be immediately distributed in shares of our common stock	● Upon a change in control, all amounts held in either account will be immediately distributed in cash, or in shares of our common stock to the extent invested in Ameriprise DSUs


		Committee Chair/	Committee
	Annual Retainer	Presiding Director Retainer	Member Retainer	Stock	All Other
Name	Paid in Cash ($)	Paid in Cash ($)	Paid in Cash ($)	Awards⁽¹⁾ ($)	Compensation⁽²⁾ ($)	Total ($)
Dianne Neal Blixt	110,000	20,000	25,000	210,000	1,000	366,000
Glynis A. Bryan*⁽³⁾	91,972	—	12,542	241,233	—	345,747
Amy DiGeso	110,000	20,000	20,000	210,000	2,000	362,000
Liane J. Pelletier**	14,946	—	2,038	—	—	16,984
Armando Pimentel, Jr.***	36,566	—	8,310	—	—	44,876
Robert F. Sharpe, Jr.	110,000	50,000	20,000	210,000	—	390,000
Brian T. Shea	110,000	—	25,000	210,000	2,000	347,000
W. Edward Walter III	110,000	—	25,000	210,000	—	345,000
Christopher J. Williams⁽⁴⁾	110,000	30,000	25,000	210,000	—	375,000


	DSU Balances							DSU Balances
	as of December 31, 2024			DSUs Credited During 2025				as of December 31, 2025
	Annual			Annual	Reinvested	Retainer Deferral		Annual
	Equity	Retainer	Total	Equity	Deemed	and Reinvested	Total	Equity	Retainer	Total
	Grant	Deferral	DSUs^†	Grant	Dividends	Deemed Dividends	DSUs	Grant	Deferral	DSUs^†
Dianne Neal Blixt	12,036	—	12,036	446	156	—	602	12,638	—	12,638
Glynis A. Bryan*	—	—	—	512	5	220	737	517	220	737
Amy DiGeso	12,036	—	12,036	446	156	—	602	12,638	—	12,638
Liane J. Pelletier**	—	—	—	—	—	—	—	—	—	—
Armando Pimentel, Jr.***	1,515	—	1,515	—	14	—	14	—	—	—
Robert F. Sharpe, Jr.	38,579	4,629	43,208	446	492	58	996	39,516	4,688	44,204
Brian T. Shea	4,891	—	4,891	446	66	—	512	5,403	—	5,403
W. Edward Walter III	6,253	—	6,253	446	83	—	529	6,782	—	6,782
Christopher J. Williams	8,675	3,565	12,241	446	114	214	774	9,234	3,780	13,014
All totals rounded to the nearest share.


							Total Shares
							Beneficially
	Number of Shares		Right to	Percent of		DSUs and	Owned Plus
Name	Owned⁽¹⁾⁽²⁾		Acquire⁽³⁾	Class		RSUs⁽⁴⁾	DSUs and RSUs
The Vanguard Group 100 Vanguard Blvd. Malvern, PA 19355	13,005,378	⁽⁵⁾	—	14.3	%	—	—
BlackRock, Inc. 50 Hudson Yards New York, NY 10001	9,121,526	⁽⁶⁾	—	10.1	%	—	—
Dianne Neal Blixt	1,000	⁽⁷⁾	—	*		12,681	13,681
Glynis A. Bryan	200	⁽⁷⁾	—	*		739	939
Amy DiGeso	156		—	*		12,681	12,837
Liane J. Pelletier	200		—	*		183	383
Robert F. Sharpe, Jr.	12,977	⁽⁷⁾	—	*		44,355	57,332
Brian T. Shea	3,179	⁽⁷⁾	—	*		5,421	8,600
W. Edward Walter III	1,000	⁽⁷⁾	—	*		6,805	7,805
Christopher J. Williams	200		—	*		13,098	13,298
James M. Cracchiolo	86,666		200,844	*		194,821	482,331
Walter S. Berman	493		65,776	*		58,608	124,877
William Davies	13,459		3,720	*		1,074	18,253
Joseph E. Sweeney	8,468		45,992	*		4,106	58,566
William F. Truscott	12,458	⁽⁷⁾	44,902	*		5,976	63,336
All current directors and executive officers (17 individuals)	158,700		388,712	*		370,071	917,483


Name		Number of Shares in Plan Accounts
James M. Cracchiolo		1,733
Walter S. Berman		366
William Davies		—
Joseph E. Sweeney		298
William F. Truscott		309
All executive officers, including those named above		3,921

Members of the Committee

Christopher J. Williams (Chair)	Dianne Neal Blixt	Glynis A. Bryan	Liane J. Pelletier	Brian T. Shea	W. Edward Walter III

The Board of Directors recommends a vote “FOR” the following resolution. Proxies will be voted “FOR” the following resolution unless otherwise specified:
		RESOLVED, that the Audit and Risk Committee of the Board of Directors’ appointment of PricewaterhouseCoopers LLP, independent registered public accounting firm, to audit the accounts of the Company and its subsidiaries for 2026 is ratified.


	Fiscal Year		Fiscal Year
Description of Fees	2025 Amount		2024 Amount
Audit Fees	$	12,949,000	$	13,959,000
Audit-Related Fees		4,392,000		4,001,000
Tax Fees		79,000		79,000
All Other Fees		409,000		314,000
Total	$	17,829,000	$	18,353,000

The Board of Directors recommends a vote “FOR” the following nonbinding advisory resolution. Proxies will be voted “FOR” the resolution unless otherwise specified:
		RESOLVED, that the Company’s shareholders hereby approve, on an advisory basis, the compensation of the named executive officers as disclosed in this proxy statement, including the Compensation Discussion and Analysis, the Summary Compensation Table, and the other related tables and disclosure.

Aligned to Financial and Business Results			Competitive			Balanced			Responsive to Investor Feedback
Performance-based pay decisions are directly linked to the Company’s financial and business results			Individual base salary, short-term cash and long-term incentive targets are appropriately positioned against the external competitive market			Pay mix of our executives is balanced between annual cash incentives and long-term equity incentives — the majority of which is delivered in 3-year cliff vested performance share units			Our executive compensation structure is responsive to shareholder feedback, with different performance measures for the annual cash incentive and long-term equity incentives to ensure close alignment with shareholder interests


James M. Cracchiolo Chairman and Chief Executive Officer		Joseph E. Sweeney President, Advice & Wealth Management Products and Service Delivery
Walter S. Berman Executive Vice President, Chief Financial Officer		William Davies Executive Vice President and Global Chief Investment Officer
William F. Truscott Chief Executive Officer, Global Asset Management

Peer Group
Asset Management	Advice & Wealth Management	Retirement & Protection Solutions
BlackRock The Carlyle Group Jefferies Financial Group Invesco T. Rowe Price	Bank of New York Mellon Charles Schwab Morgan Stanley Raymond James State Street U.S. Bancorp	Aflac Principal Financial Prudential Financial


Performance Considerations for Each Component (70%)	Assessment vs. Target
Net Revenues ($ in millions) (15%)
	5.0 Distinguished 3% higher than target up 6% from 2024
Earnings ($ in millions) (25%)
	3.3 Achieved Expectations 1% higher than target up 7% from 2024
Earnings Per Diluted Share (20%)
	3.5 Achieved Expectations 1% higher than target up 12% from 2024
Return on Equity Excluding AOCI (20%)
	5.0 Distinguished 3.6pps higher than target up 0.6pps from 2024
Balance Sheet (20%)
Balance sheet goals are established and agreed upon by the Board at the beginning of the year and are comprised of objective criteria ● Strong Balance Sheet and Enterprise Risk Management (“ERM”) capabilities continue to allow us to successfully navigate uncertain economic environments from a position of strength and meet our growth objectives while maintaining strong capital, liquidity and collateral positioning ● Effective ERM framework integrated into our decision process ● Returned $3.4 billion, or approximately 88% of adjusted operating earnings, to shareholders – 15^th consecutive year of returning capital to shareholders at a differentiated rate, including raising our dividend 8% in 2025 -- all while maintaining significant growth investments and excess capital of $2.1 billion ● High-quality, AA- rated investment portfolio ● Proactive actions to uniquely reposition our investment portfolio to lock in strong interest earnings while reducing interest rate risk across the Bank, certificates and our insurance company ● Executed sophisticated annuity hedging program with 99% effectiveness in 2025, further reinforcing strong performance across market cycles	5.0 Distinguished in all core dimensions

Overall Weighted Financial Assessment	4.3 Exceeded Expectations

	• • •
Drive continued profitable growth of Advice & Wealth Management	• Delivered strong, profitable growth, including a 13% increase in client assets to nearly $1.2 trillion, total client flows of more than $31 billion, and record advisor productivity of $1.1 million per advisor (+8%). Continued growth in wrap business to $670 billion and Ameriprise Bank, FSB, with assets exceeding $25 billion. • Sustained an exceptional, differentiated client and advisor experience, centered on goal-based advice, resulting in continued high client satisfaction of 4.9/5, and again achieved J.D. Power certification for outstanding customer service for phone support for clients and advisors. Recruited and onboarded 336 new, productive advisors while attracting quality novice advisors. • Continued to evolve product solutions to support client needs and goals and deepen relationships, including the launch of the Ameriprise^® Signature Wealth Program and expanded banking solutions. • Continued to invest in and elevate our integrated technology platform, providing advisor efficiencies in meeting clients’ needs and scaling their practices for growth. Enhanced the client experience through expanded digital capabilities allowing personalized engagement and insights.
Drive growth and increase profitability of Global Asset Management	• Generated strong business performance despite a challenging environment, growing assets under management and advisement to $721 billion, maintaining strong margins and increasing segment earnings by 10%. Drove increase in global retail gross flows, with competitive net flow rates vs. other U.S. active managers. • Produced strong, consistent investment performance across asset classes and time horizons, with 80% or more of retail funds above median for 3- and 10-year periods, and 103 Morningstar-rated 4- and 5-star funds globally, reflecting the depth of equity, fixed income and asset allocation capabilities. • Invested in new products and investment capabilities across a fee continuum, including active exchange-traded funds (“ETFs”), separately managed accounts (“SMAs”) and alternatives, while continuing to drive transformation efforts to deliver efficiencies and expense savings. • Continued strategic transformation of global operations, creating efficiencies and ongoing cost savings, and expanded use of generative AI within research to enhance productivity and identify insights.
Prudently grow and manage profitability of Retirement & Protection Solutions	• Drove solid sales in Advice & Wealth Management to deliver more of clients’ retirement and protection needs, including $4.9 billion in variable annuity cash sales. • Prudently invested in product enhancements and efficiencies to increase service and underwriting processes. • Managed risk well and provided consistent source of free cash flow generation for investment and return of capital.
Invest for growth and re-engineer	• Continued to invest significantly and strategically with more than $270 million allocated to support client needs and long-term growth, including new advisory platform, bank solutions, Columbia Threadneedle products, as well as AI to drive growth and efficiencies across the firm. • Re-engineered and enhanced operating models to drive efficiency and fund growth investments, delivering more than $170 million in expense savings through process redesign, optimized offshoring and outsourcing, and increased use of intelligent automation. • Continued to invest in our technology ecosystem that has led to industry-leading reliability, security and resiliency, including completion of our move to cloud infrastructure, which resulted in 99.9% system reliability. • Adapted to an evolving global regulatory landscape, maintaining a strong risk and control environment while supporting business growth and innovation.
Attract, engage, develop and retain talent	• Maintained strong employee engagement and retention, with 83% favorable engagement scores and 96% retention of high-performing employees, reflecting key strengths in integrity, leadership effectiveness, respect and client focus. • Continued to operate responsibly with a focus on all stakeholders, earning recognition as one of the World’s Best Companies by both Forbes and TIME, a Best Place to Work on the 2025 Disability Equality Index, and recognized as military-friendly employer for the 12th consecutive year. • Continued to grow and leverage our global footprint, including India locations to support business unit and enterprise operations, drive growth, innovation and transformation. Ameriprise India received the “Great Place to Work” Certification for the 2nd year running.

Overall Business and Strategic Assessment	We believe that disclosing the components and individual targets incorporated in the Balance Sheet Quality and the Business and Strategic Performance objectives would result in competitive harm to the Company. Such disclosure could provide our competitors with insight regarding confidential business strategies without meaningfully adding to our shareholders’ understanding of the metric. In addition, the components of the metric were presented to and cross validated by both the Audit and Risk Committee and the Board of Directors.
		Performance Consideration	Weight	Performance Outcome	2025 Company Performance Outcome 4.2 – Exceeded Expectations AIA Executive Funding: 155%
		Financial	70%	Exceeded Expectations
		Business and Strategic	30%	Exceeded Expectations
	Based upon the Company’s performance against its pre-established performance criteria, the Company earned an overall score of “4.2 – Exceeded Expectations,” which resulted in Annual Incentive Award Executive funding at 155% of target. The actual award for our Chairman and CEO was equal to the formulaic funding level, while awards to our other NEOs were allocated relative to the funding level after considering individual achievements, business unit performance and other leadership factors (see pages 53-56).

	1-YR	5-YR	Since spin
AMP	-7%	172%	1,942%
S5FINL	15%	103%	247%
SPX	18%	96%	722%


James M. Cracchiolo Chairman and Chief Executive Officer
2025 Compensation Decisions ($ in thousands)
	Base Salary	$1,250
	Annual Cash Incentive	$7,750
	Long-Term Incentive Award	$22,000
	Total Direct Compensation	$31,000


Walter S. Berman Executive Vice President, Chief Financial Officer
2025 Compensation Decisions ($ in thousands)
	Base Salary	$675
	Annual Cash Incentive	$3,200
	Long-Term Incentive Award	$5,500
	Total Direct Compensation	$9,375