ProxyMiner / Company

FEDEX CORPFDX

Latest proxy: 2025 · view on SEC ↗ · CIK 0001048911

CEO total pay

$12,873,691

Rajesh Subramaniam · 2025

Say on pay

Not disclosed

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CEO pay ratio

CD&A

254 to 1

Median employee: $50,791

Compensation committee

CD&A

Compensation & HR Committee

Per the latest proxy

Filings indexed: 2 · 2025 · 2024

Executive pay

What did they pay them?

From the Summary Compensation Table. Pay mix and YoY are computed from these rows.

ExecutiveRoleTotalYoYPay mixSalaryStockCash incentiveOther
Rajesh Subramaniam2025 compensation
President and Chief Executive Officer (Principal Executive Officer)
$12,873,691↑ 4%
75% at-risk
$1,483,333$2,252,030$3,422,321$1,616,313
John W. Dietrich2025 compensation
Executive Vice President and Chief Financial Officer (Principal Financial Officer)
$5,434,932↑ 6%
67% at-risk
$965,502$970,456$941,835$742,615
Sriram Krishnasamy2025 compensation
Executive Vice President, Chief Digital and Information Officer and Chief Transformation Officer
$6,964,394↑ 16%
75% at-risk
$835,985$1,151,910$1,000,796$867,208
John A. Smith2025 compensation
Chief Operating Officer — United States and Canada, Federal Express
$5,281,073
67% at-risk
$899,656$1,030,343$1,174,994$763,439
Brie A. Carere2025 compensation
Executive Vice President — Chief Customer Officer
$4,871,078
66% at-risk
$844,622$969,872$990,718$776,580

Pay mix: base cash incentive equity other

CD&A excerpt

Compensation discussion & analysis

Opening passage of the loaded filing's CD&A. Use Ask below to query the full text with citations.

Our executive compensation program is designed not only to retain and attract highly qualified and effective executive officers, but also to motivate them to contribute substantially to FedEx’s future success for the long-term benefit of stockholders and reward them for doing so. In this section we discuss and analyze the compensation of our principal executive officer, principal financial officer, and our three other most highly compensated executive officers (the “named executive officers”) for the fiscal year ended May 31, 2025. For additional information regarding compensation of the named executive officers, see “— Summary Compensation Table” and the other compensation-related tables and disclosure below. 2024 Say-on-Pay Advisory Vote Outcome Each year, the Compensation & HR Committee carefully considers the most recent advisory vote by stockholders to approve named executive officer compensation. In the 2024 advisory vote, 90.6% of the voted shares supported the compensation of FedEx’s named executive officers. The Compensation & HR Committee and Board of Directors interpret this strong level of support as affirmation of the current design, purposes, and direction of FedEx’s …

Read the full CD&A on SEC.gov ↗

Governance

Policy guardrails

  • hedging

    See “Corporate Governance Matters — Board Processes and Policies — Policy Regulating Trading by Insiders” and “— Hedging and Pledging” for additional information

    “See “Corporate Governance Matters — Board Processes and Policies — Policy Regulating Trading by Insiders” and “— Hedging and Pledging” for additional information”

  • pledging

    prohibited

    “and (iii) the Executive Vice President and General Counsel, in all other instances, may, as applicable, grant an exception to the prohibition against holding FedEx securities in a margin account or pledging FedEx securit…”

  • clawback

    present

    “clawback policy, which is available under the Governance heading below “Corporate Governance” on the Investor Relations page of our website at investors.fedex.com”

  • change in control

    and retirement) or a change of control of FedEx

    “and retirement) or a change of control of FedEx”

  • compensation consultant

    independent

    “independent compensation consultant”

  • compensation committee

    Compensation & HR Committee

    “Each tranche was subject to the approval of the Compensation & HR Committee”

Performance markers

Metric facts

  • revenue

    $1

    “unless approved or ratified by stockholders. We also amended FedEx’s 2019 Omnibus Stock Incentive Plan, as amended (the “2019 Plan”), to provide that if the value of any unvested equity awards that accelerate in connecti…”

  • operating income

    $6

    “consolidated operating income under our fiscal 2025 AIC plan as well as our actual performance (in millions). The actual AIC plan payout ranges on a sliding scale based upon the performance of the company against our fin…”

  • ceo pay ratio

    254 to 1

    “the fiscal 2025 annual total compensation of our CEO was $12,897,466 (including $23,775 in employer-provided health benefits not included in the Summary Compensation Table), the fiscal 2025 annual total compensation of o…”

  • median employee compensation

    $50,791

    “in a significant change to our pay ratio disclosures. Based upon the estimates, assumptions, and methodology described herein, the fiscal 2025 annual total compensation of our CEO was $12,897,466 (including $23,775 in em…”

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