DEF: AMG 2026 Proxy Statement: Executive Compensation & Board

Sentiment:

Proxy Statement


Affiliated Managers Group, Inc. announces its 2026 Annual Meeting of Stockholders to elect directors, approve executive compensation, and ratify auditors.

Better than expectedEconomic earnings per share grew 22% year-over-year.Record net inflows of $74 billion into alternative strategies.Stock performance significantly outperformed the peer group median over 1, 3, and 5-year periods.

Summary

  • The 2026 Annual Meeting of Stockholders is scheduled for May 27, 2026.
  • The agenda includes the election of seven directors, an advisory vote on executive compensation, and the ratification of PricewaterhouseCoopers LLP as the independent auditor.
  • 2025 performance highlights include 22% growth in Economic earnings per share (EEPS) to $26.05 and record net inflows of $74 billion into alternative strategies.
  • The company completed four new Affiliate partnerships in 2025 and two additional investments post-year-end.
  • Approximately $700 million was returned to stockholders through share repurchases in 2025, reducing shares outstanding by 9%.
  • The CEO's 2025 total compensation was $16.8 million after applying a pre-set $17.5 million cap.

Sentiment

Score: 8

Explanation: StockSavvy.ai views this as a strong report reflecting solid financial performance, disciplined capital allocation, and high levels of shareholder alignment through formulaic compensation structures.

Positives

  • 22% growth in annual Economic earnings per share (EEPS) to $26.05.
  • 50% growth in GAAP diluted earnings per share to $22.74.
  • 11% growth in Adjusted EBITDA to $1,076.8 million.
  • Record net inflows of $74 billion into alternative strategies.
  • Significant stock outperformance: +183% over 5 years compared to 49% for the Peer Group median.
  • 42% reduction in shares outstanding since the end of 2019.

Negatives

  • Lower achievement scores in metric #3 (relative GAAP EPS over 3 years) and metric #6 (roll-off of higher-yielding new investments).
  • Termination of former President and Chief Operating Officer Thomas M. Wojcik in March 2026.
  • CEO pay ratio of 77:1 relative to the median employee.

Risks

  • Market volatility impacting asset levels and fee-based earnings.
  • Potential for underperformance of new Affiliate investments.
  • Regulatory and compliance risks inherent in the asset management industry.
  • Cybersecurity threats and data privacy risks.
  • Dependence on the ability to attract and retain key talent at both the holding company and Affiliate levels.

Future Outlook

The company continues to focus on strategically evolving its business to expand exposure to long-term secular growth areas, particularly alternative strategies, while maintaining capital allocation discipline to drive long-term earnings growth and shareholder value.

Management Comments

  • AMG achieved outstanding results in 2025, realizing 22% growth in annual Economic earnings per share relative to the previous year.
  • We continue to focus on strategically evolving AMG's business to expand the Company's exposure to long-term secular growth areas.

Industry Context

StockSavvy.ai notes that AMG's shift toward alternative investment strategies (now ~55% of Adjusted EBITDA) aligns with broader industry trends where asset managers are pivoting away from traditional beta-sensitive products toward higher-margin, private market, and liquid alternative solutions to drive organic growth.

Comparison to Industry Standards

  • AMG's 5-year stock return of +183% significantly outperformed the Peer Group median of +49%.
  • The company's use of a formulaic, objective Performance Assessment scorecard is consistent with evolving governance best practices in the asset management sector.
  • The peer group includes firms like T. Rowe Price, StepStone Group, and The Carlyle Group, reflecting a mix of traditional and alternative asset managers.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
PresidentThomas M. WojcikJay C. Horgen2026-04-15Termination of Thomas M. Wojcik.
Head of Affiliate Engagement and Co-Head of Affiliate PartnershipsN/ACheerag B. Patel2026-04-15Appointment as executive officer.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Board RefreshmentFive of the six independent director nominees are new since 2021.2026-04-17Increased board effectiveness and diversity.
Committee LeadershipNew Chairs for Audit and Nominating and Governance Committees.2025-01-01Refreshed leadership and oversight.

Legal Proceedings

  • None disclosed.

Related Party Transactions

  • Executive officers and directors may invest in funds advised by Affiliates on substantially the same terms as other investors.
  • Certain employees, including named executive officers, invested in an Affiliate fund through the assignment of a portion of the company's unfunded capital commitment.

Stakeholder Impact

  • Shareholders benefit from disciplined capital allocation and share repurchases.
  • Employees benefit from engagement programs and ownership opportunities.
  • Affiliates retain operational autonomy while leveraging AMG's strategic capabilities.

Next Steps

  • Hold the 2026 Annual Meeting of Stockholders on May 27, 2026.
  • Execute the election of seven directors.
  • Conduct the advisory vote on executive compensation.
  • Ratify the selection of PricewaterhouseCoopers LLP as the independent auditor.

Key Dates

DateDescription
2026-04-06Record date for stockholders entitled to vote at the Annual Meeting.
2026-04-17Mailing date for the Notice of Internet Availability of Proxy Materials.
2026-05-27Date of the 2026 Annual Meeting of Stockholders.

Recommendation

hold

The company demonstrates strong financial performance and disciplined capital allocation; however, the recent departure of the President and the high CEO pay ratio suggest a period of transition that warrants a hold recommendation until the new leadership structure stabilizes.

Keywords

Affiliated Managers Group, AMG, Proxy Statement, Asset Management, Executive Compensation, Corporate Governance, Annual Meeting

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