Restricted stock grants powered trio of newcomers into the Big 10

CEOs at Polaris, Northern Oil and OneBeacon are among Minnesota's 10 highest-paid.

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In a tight economy Life Time Fitness has grown and after briefly faltering, stocks of the company are again climbing. Aside from the top of the line fitness facilities, Life Time has opulence, with banks of TVs in workout rooms, featuring their own LTF TV with original programming. Life Time also features a cafe and spa. A key figure is the success of the company is Life Time CEO Bahram Akradi, seen in Life Time's atrium.

Photo: David Joles, Star Tribune

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This year's class of highest-paid Minnesota CEOs welcomes three newcomers to the Big 10.

They are chief executives of ATV maker Polaris Industries, energy firm Northern Oil and Gas and a specialty-lines insurer called OneBeacon Insurance Group.

They vaulted into the ranks of the state's 10 best-paid public company CEOs thanks to significant gains from vesting restricted stock. As a compensation tool, restricted stock has surpassed stock options as a major component of CEO pay in Minnesota, our annual Executive Compensation Survey found.

Fourth-ranked Scott Wine, CEO of Polaris, took the helm of the snowmobile and motorcycle maker in September 2008 -- just as the global financial crisis hit. Wine is credited with guiding the company through that crisis, moving aggressively into export markets and making strategic acquisitions.

Polaris shares, which dropped below $7.30 during the depths of the crisis in 2009, now trade at more than $75. Wine's total package of $12.4 million in 2011 includes a bonus of $1.6 million, $3.4 million in gains from exercised stock options and $6.6 million worth of vested restricted stock.

Michael Reger (No. 8), CEO of Northern Oil and Gas, grew up in a Great Plains land brokerage business. He runs the Wayzata-based company that buys minority stakes in North Dakota and Montana tracts atop the booming Bakken oil fields.

Reger took no salary in 2011. But he got a $1.45 million bonus and realized $6.2 million from vested restricted stock.

Northern, a public company since 2007, drew unwanted attention when Reger, 35, and a fellow executive sold nearly $20 million worth of stock at high prices in early 2011. Those insider sales attracted the attention of short sellers, who pressured the stock last year. Shares have fallen from $32 to about $15 since the insiders sold.

T. Michael Miller of Minnetonka-based specialty-lines insurer OneBeacon ranks No. 10. Miller, a former St. Paul Companies executive, earned $6.7 million last year, thanks largely to $3.5 million in vesting restricted stock and a $1.5 million bonus.

Ten-year-old OneBeacon, which owns 12 property-casualty specialty insurers and employs 1,400, mostly on the East Coast, moved its U.S. headquarters from Boston to Minnetonka after hiring Miller as CEO in 2005. The company, which went public in 2006, is a Bermuda-domiciled holding company whose specialty lines include professional liability; ocean and inland marine; collector cars and boats; energy; entertainment, and sports and leisure.

No. 3-ranked Bahram Akradi, CEO of Life Time Fitness, is making his first top 10 appearance since 2007. His total compensation of $15.9 million included $13.5 million from vesting restricted stock. Back in recessionary 2008, Akradi took no salary or bonus. Life Time's shares have recovered from the depths of 2008-09 but are still trading well below pre-recession highs.

Restricted shares are transfers of stock that include restrictions, such as a five-year vesting period and, sometimes, performance goals. Experts predict that restricted stock packages will grow at the expense of stock options, which face more regulatory and accounting scrutiny.

"With the stock market crashes [of 2001-02 and 2008-09], there was the realization that stock options give you leverage and you can get rich, but if your stock goes down, you get nothing," said Rajesh Aggarwal, a professor at the University of Minnesota's Carlson School of Management. "With restricted stock, even if the price goes down, you still get something."

Mark Henneman, a portfolio manager at Mairs and Power Growth Fund, said he's not troubled by the trend toward restricted stock. He prefers that to big stock-option packages.

"We look at [restricted stock] as a little more transparent and perhaps more in the interest of long-term shareholders," Henneman said. "The executive has to do something to earn the restricted stock. It's not just a gift. Stock ownership, as opposed to an option with a finite life, is better in the long term."

Neal St. Anthony • 612-673-7144 • nstanthony@startribune.com

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