T. Rowe Price Group, Inc. Files Definitive Proxy Statement

Ticker: TROW · Form: DEF 14A · Filed: Mar 18, 2024 · CIK: 1113169

Sentiment: neutral

Topics: Proxy Statement, T. Rowe Price, Asset Management, Shareholder Meeting, Corporate Governance

TL;DR

<b>T. Rowe Price Group, Inc. has filed its Definitive Proxy Statement for the upcoming shareholder meeting, outlining its strategic objectives and operational strengths.</b>

AI Summary

PRICE T ROWE GROUP INC (TROW) filed a Proxy Statement (DEF 14A) with the SEC on March 18, 2024. T. Rowe Price Group, Inc. filed a Definitive Proxy Statement (DEF 14A) on March 18, 2024. The filing pertains to the company's proxy materials for the period ending May 7, 2024. The company highlights its position as a premier global active asset manager focused solely on investment management. Key strengths mentioned include alignment of interests through substantial employee ownership, stable investment leadership with an average tenure of 17 years, and financial strength with ample liquidity and cash reserves. Strategic objectives for the multiyear period include delivering investment excellence, globalizing and growing the client base, attracting diverse talent, delivering world-class client service, and leveraging data and technology.

Why It Matters

For investors and stakeholders tracking PRICE T ROWE GROUP INC, this filing contains several important signals. This filing provides shareholders with crucial information regarding corporate governance, executive compensation, and voting matters, enabling informed participation in company decisions. The detailed information on strategic objectives and performance metrics allows investors to assess the company's future direction and management's effectiveness in achieving growth and delivering value.

Risk Assessment

Risk Level: low — PRICE T ROWE GROUP INC shows low risk based on this filing. The filing is a routine proxy statement (DEF 14A) and does not contain new material financial information or significant strategic shifts that would indicate elevated risk.

Analyst Insight

Shareholders should review the proxy statement to understand executive compensation, board nominations, and any proposed resolutions before the shareholder meeting on May 7, 2024.

Key Numbers

Key Players & Entities

FAQ

When did PRICE T ROWE GROUP INC file this DEF 14A?

PRICE T ROWE GROUP INC filed this Proxy Statement (DEF 14A) with the SEC on March 18, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by PRICE T ROWE GROUP INC (TROW).

Where can I read the original DEF 14A filing from PRICE T ROWE GROUP INC?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by PRICE T ROWE GROUP INC.

What are the key takeaways from PRICE T ROWE GROUP INC's DEF 14A?

PRICE T ROWE GROUP INC filed this DEF 14A on March 18, 2024. Key takeaways: T. Rowe Price Group, Inc. filed a Definitive Proxy Statement (DEF 14A) on March 18, 2024.. The filing pertains to the company's proxy materials for the period ending May 7, 2024.. The company highlights its position as a premier global active asset manager focused solely on investment management..

Is PRICE T ROWE GROUP INC a risky investment based on this filing?

Based on this DEF 14A, PRICE T ROWE GROUP INC presents a relatively low-risk profile. The filing is a routine proxy statement (DEF 14A) and does not contain new material financial information or significant strategic shifts that would indicate elevated risk.

What should investors do after reading PRICE T ROWE GROUP INC's DEF 14A?

Shareholders should review the proxy statement to understand executive compensation, board nominations, and any proposed resolutions before the shareholder meeting on May 7, 2024. The overall sentiment from this filing is neutral.

Risk Factors

Key Dates

Glossary

DEF 14A
Definitive Proxy Statement (Filed by T. Rowe Price Group, Inc. to provide shareholders with information for voting at the annual meeting.)

Filing Stats: 4,448 words · 18 min read · ~15 pages · Grade level 13.7 · Accepted 2024-03-18 14:30:55

Key Financial Figures

Filing Documents

Business

Business Experience Technology Strategy Formation/ Execution Marketing/ Distribution Government/ Regulatory Diversity Name Robert W. Sharps Glenn R. August Mark S. Bartlett William P. Donnelly Dina Dublon Robert F. MacLellan Eileen P. Rominger Cynthia F. Smith Robert J. Stevens Sandra S. Wijnberg Alan D. Wilson Board Diversity Matrix (As of March1, 2024) Total Number of Directors 13 Female Male Non-binary Did Not Disclose Gender Directors 4 9 0 0 Number of Directors Who Identify in Any of the Categories Below African American or Black 1 1 0 0 Alaskan Native or Native American 0 0 0 0 Asian 0 0 0 0 Hispanic or Latinx 1 0 0 0 Native Hawaiian or Pacific Islander 0 0 0 0 White 3 8 0 0 Two or More Races of Ethnicities 1 0 0 0 LGBTQ+ 0 0 0 0 Did Not Disclose Demographic Background 0 0 0 0 8 T. Rowe Price Group Table of Contents Nominee Biographies Each of our director nominees provides significant individual attributes important to the overall makeup and functioning of our Board, which are described in the biographical summaries provided below: Glenn R. August, 62 Chief Executive Officer of OHA T. Rowe Price Group, Inc. Director since: 2021 Committee Memberships: Management Committee Mr. August has been a director of Price Group, a vice president, and an employee since 2021. He is the founder and chief executive officer of Oak Hill Advisors, L.P. (OHA), an alternative investment firm specializing in performing and distressed credit investments, which was acquired by, and operates within, T. Rowe Price. Mr. August is a member of the Management Committee. Prior to founding OHA, and cofounding its predecessor investment firm in 1987, Mr. August worked at Morgan Stanley in New York and London. Mr. August earned a B.S. in industrial and labor relations from Cornell University and an M.B.A. from Harvard Business School, where he was a Baker Scholar.

Executive Compensation and Management Development

Executive Compensation and Management Development Mr. Bartlett has been an independent director of Price Group since 2013 and serves as chair of the Audit Committee and as a member on the Executive Compensation and Management Development Committee. He was a partner at Ernst & Young, serving as managing partner of the firm's Baltimore office and senior client service partner for the mid-Atlantic region. Mr. Bartlett began his career at Ernst & Young in 1972, serving until 2012, and has extensive experience in financial services, as well as other industries. Mr. Bartlett earned a B.S. in accounting from West Virginia University and attended the Executive Program at the Kellogg School of Business at Northwestern University. He also earned the designation of certified public accountant. Mr. Bartlett is a member of the board of directors, chair of the audit committee, and a member of the compensation committee of WillScot Mobile Mini Holdings Corp. He is also a member of the board of directors and a member of the audit committees of FTI Consulting, Inc., and Zurn Elkay Water Solutions Corp., and also serves as Zurn Elkay Water Solutions Corp.'s lead independent director. Mr. Bartlett offers our Board additional perspective on mergers and acquisitions, significant accounting and financial reporting experience, as well as expertise in the accounting-related rules and regulations of the SEC from his experience as a partner of a multi-national audit firm. He has extensive finance knowledge, with a broad range of experience in financing alternatives, including the sale of securities, debt offerings, and syndications. 2024 Proxy Statement 9 Table of Contents William P. Donnelly, 62 Retired Executive Vice President Mettler-Toledo International Inc. Independent Director since: 2023 Committee Memberships: Audit

Executive Compensation

Executive Compensation and Management Development Mr. Donnelly has been an independent director of Price Group since 2023 and serves as a member on the Audit Committee and the Executive Compensation and Management Development Committee. Mr. Donnelly was the executive vice president responsible for finance, investor relations, supply chain and information technology of Mettler-Toledo International Inc. from 2014 until his retirement in 2018. From 1997 to 2002 and from 2004 to 2014, Mr. Donnelly served as Mettler-Toledo's chief financial officer. From 2002 to 2004, he served as division head of Mettler-Toledo's product inspection and certain lab businesses. From 1993 to 1997, Mr. Donnelly served in various senior financial roles, including chief financial officer, of Elsag Bailey Process Automation, NV and prior to that, he was an auditor with PricewaterhouseCoopers LLP from 1983 to 1993. Mr. Donnelly earned a B.S. in business administration from John Carroll University. Mr. Donnelly serves on the board of directors of Ingersoll Rand, Inc., where he serves as the lead independent director, the chair of the nominating and corporate governance committee and a member of the audit committee, and on the board of directors of Quanterix Corporation. Mr. Donnelly brings to our Board substantial expertise with respect to corporate finance, operations, information technology and mergers and acquisitions gained throughout his career as executive vice president and chief financial officer of a public company. Dina Dublon, 70 Retired Executive Vice President and Chief Financial Officer JPMorgan Chase & Co. Independent Director since: 2019 Committee Memberships: Audit

Executive Compensation and Management Development

Executive Compensation and Management Development Ms. Dublon has been an independent director of Price Group since 2019 and serves as a member on the Audit Committee and the Executive Compensation and Management Development Committee. She was the executive vice president and chief financial officer of JPMorgan Chase & Co., a financial services company, from 1998 to 2004. Ms. Dublon previously held numerous positions at JPMorgan Chase & Co. and its predecessor companies, including corporate treasurer, managing director of the financial institutions' division, and head of asset liability management. Ms. Dublon earned a B.A. in economics and mathematics from Hebrew University of Jerusalem and an M.S. from Carnegie Mellon University. Ms. Dublon has been a member of the board of directors of PepsiCo, Inc., since 2005, where she serves as a member of the sustainability, diversity, and public policy committee and the compensation committee. She previously served as chair of the audit and the sustainability and public policy committees. She serves as a member of the independent audit quality committee of Ernst & Young USA, since 2020, and is chair of the board of advisors of Columbia University's Mailman School of Public Health. She also serves on the boards of the Hastings Center and Westchester Land Trust. From 2020 to 2023 she served as a member of board of directors of Motive Capital Corp. I and II, as chair of the audit committees and as a member of the compensation and nominations and governance committees. From 2002 to 2017, Ms. Dublon served as a director of Accenture PLC; from 2013 to 2018, as a director of Deutsche Bank AG; from 2005 to 2014, as a director of Microsoft Corporation; and from 1999 to 2002, as a director of Hartford Financial Services Group, Inc. She previously served on the faculty of Harvard Business School and on the boards of several nonprofit organizations, including the Women's Refugee Commission and Global Fund for Women. Ms. Dublon bring

Executive Compensation and Management Development (Chair)

Executive Compensation and Management Development (Chair) Mr. MacLellan has been an independent director of Price Group since 2010 and serves as chair of the Executive Compensation and Management Development Committee and as a member on the Audit Committee and Executive Committee. He is the non-executive chairman of Northleaf Capital Partners, an independent global private markets fund manager and advisor. Mr. MacLellan served as chief investment officer of TD Bank Financial Group (TDBFG) from 2003 to 2009, where he was responsible for overseeing the management of investments for its Employee Pension Fund, The Toronto-Dominion Bank, TD Mutual Funds, and TD Capital Group. Earlier in his career, he was managing director of Lancaster Financial Holdings, a merchant banking group acquired by TDBFG in March 1995. Prior to that, Mr. MacLellan was vice president and director at McLeod Young Weir Limited (Scotia McLeod) and a member of the corporate finance department responsible for many corpo

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