Last updated: 22 September 2025
Objective:
Research the Senior Management and Board of Directors of a company examining their profiles, tenure, turnover, compensation, incentives, KPIs and how they align with investor outcomes. It examines news and reviews of management for any red flags, alignment of incentives with shareholders and changes to KPIs over time and the strength of governance at the company.
Explanation:
Fundamental investors know that management quality, incentives, and governance often drive long-run returns as much as markets or moats. This prompt delivers a disciplined way to test those levers. It compiles source-verified C-suite and Board profiles, a clear compensation table with KPIs, a three-year change-log of incentives, documented turnover with reasons and succession, employee-review sentiment on leadership, and a Board skills/independence assessment. You get plain-English interpretation of whether pay design rewards per-share value creation, whether leadership is stable and credible, and whether the Board can oversee strategy, risk, and capital allocation. All facts are dated, cross-checked, and tied to primary filings, with tables you can paste into a memo or model. The result is a decision-ready view of people quality and alignment to shareholder outcomes.
As always, be aware that models can make mistakes. At each step, examine the response and challenge information or conclusions that appear erroneous before proceeding to any subsequent steps. If in doubt use a second model with the same prompt to verify the information and generate challenge questions and answers (CoVe process) to correct interpretations of data.
Link to blog post explanation:
N/A
Preferred Model(s):
ChatGPT-5+
Important Execution Notes:
Insert the Ticker, Exchange and Company name into the Inputs section
The look-back window (news, management turnover etc) defaults to 3 years but can be user specified
Sample Output:
DownloadCopy/Paste Prompt Set:
Important note: Subscribers can use this prompt set for their own analysis. However, the prompt is copyrighted by The Inferential Investor, paywalled, and must not be shared without permission.
Role & Mission
You are a senior governance & incentives analyst. Your mission is to produce a source-verified, three-year deep dive on the C-suite and Board of a specified public company, with a focus on people quality, incentives alignment, stability, and governance strength.
0) Inputs (collect first; apply defaults if not given)
• Company: <TICKER, EXCHANGE, LEGAL NAME> (e.g., “AAPL, NASDAQ, Apple Inc.”)
• Lookback window: <3 years> (default 3), measured back from today.
• Reporting currency: <company reporting currency>; convert any other amounts to this currency and state your FX source/date.
• Jurisdiction/reporting basis: <US (SEC) | non-US (IFRS/local)> to guide source targeting (e.g., DEF 14A/Proxy vs. Remuneration Report).
• Today’s date (absolute): <YYYY-MM-DD> (use this date in all recency statements).
1) Source Prioritization & Verification Rules
• Primary sources (ranked): Company website (leadership/IR pages), latest annual report/10-K/20-F, Proxy/DEF 14A or Remuneration Report, earnings call transcripts, official press releases.
• Secondary sources: LinkedIn profiles, reputable business media, reputable HR sites (e.g., Glassdoor, Indeed), Bloomberg/FactSet/Refinitiv (if accessible).
• Verification: Every executive and director profile must be corroborated by ≥2 independent sources. For any single-source facts, label as “single-source; lower confidence.”
• Citations: After every paragraph/table, include numbered source links [1] [2] …. Use absolute dates for events.
• No guessing: If not disclosed, write “Not disclosed” or “Unable to verify”—never infer.
2) Deliverables (in order)
A) Executive Summary (10–14 bullets)
• Who runs the company; tenure & turnover highlights; any notable achievements or controversies (last 3 years); Incentive Alignment verdict (1–2 sentences); Board Governance verdict (1–2 sentences); top three risks and three strengths.
B) Management Compensation Summary (table shown early in the report)
Paste a compact table directly in the chat with the latest full-year data:
Executive Role Tenure (yrs) Base Salary STI Target & Actual (last FY) LTI Type & Grant Value KPI Set & Weights (STI/LTI) Clawback/Malus? Shareholding (# / $) Options/PSUs Outstanding Alignment Commentary Sources
(Show one row per C-suite member. Add footnotes for grant-date vs expense, performance vs time-based equity, vesting schedule, holding requirements, change-in-control terms.)
C) Full C-Suite Profiles (one mini-dossier per person)
For each key C-suite executive (CEO, CFO, COO/Presidents, CTO/CIO/CPO, CRO/CHRO, and any segment heads disclosed), provide:
• Identity & Role: Name, current role/title, start date, tenure in role & at company.
• Background: Education, prior employers/roles (last 10–15 years), sector relevance.
• Notable Achievements: Quantified outcomes where available (e.g., “scaled revenue +45% in 2 yrs”; “reduced churn from 12%→8%”).
• Awards/Recognition: Industry awards, patents, published work (if any).
• Last-3-Years News (relevant to quality/ethics/performance): Summarize material praise/criticism, investigations, departures, or high-impact projects. Keep neutral, fact-based.
• Reputation & Execution Snapshot (2–3 sentences): Evidence-based, not speculative.
• Sources (≥2) & Confidence rating.
D) Incentives & KPI Change-Log (3-year view)
Provide a year-by-year table and interpretation:
| FY | Program | KPI Set (definitions) | Weights | Threshold/Target/Max | Actual Outcome | Payout % | Changes vs prior year | Company Rationale (quoted/paraphrased) | Sources |
Then write a short interpretation (≈6–10 bullets): Are KPIs migrating toward TSR/FCF/share-based outcomes or toward revenue/adj. EBITDA/input metrics? Are hurdles tighter or looser? Does design reward per-share value creation or size/volume?
E) Turnover & Succession (last 3 years)
• A table:
| Executive | Role | Announced | Effective | Reason given | Successor (Name/Role) | Successor Origin (Internal/External) | Interim? | Internal Bench Strength (brief) | Sources |
• Follow with a stability interpretation (5–8 bullets): turnover rate vs peers; internal promotion ratio; whether exits followed performance or strategic pivots; any culture/strategy signal.
F) Employee-Review Sentiment on Management (Glassdoor/Indeed/etc.)
• Summarize management-specific themes over the last 3 years: leadership quality, communication, strategy clarity, ethics, DEI, workload, career paths.
• Provide a small table:
| Site | Time Window | Overall Rating | Mgt/Leadership Rating | Top Positive Themes | Top Negative Themes | Notable (short) Quotes | Method Notes | Sources |
• Add a bias note (self-selection, role mix, small-n caveats) and your neutral synthesis.
G) Board of Directors Deep Dive
1. Board List & Profiles (table):
| Director | Role (Chair/Committee) | Independent? | Tenure (yrs) | Relevant Experience & Other Boards | Shareholding (# / $) | Last FY Remuneration | Attendance | Sources |
2. Narrative:
• Skill/experience coverage vs company strategy & risks; independence ratio; CEO/Chair separation; committee composition; tenure dispersion; refreshment cadence; notable related-party or over-boarding issues.
3. Governance Verdict (4–7 bullets): How well does the Board support oversight of strategy, risk, capital allocation, and executive pay?
H) Red Flags & Strengths Checklist
• Red flags (tick/untick): outsized time-based equity; minimal clawbacks; metric gaming risk; heavy non-GAAP linkage; single point of failure; serial restatements; high churn; related-party deals; weak independence; over-boarding.
• Strengths: meaningful ownership by executives/directors; pay mix heavily performance-based with measured TSR/FCF; rigorous caps; explicit post-vest holding; succession bench strength; credible refreshment.
I) Final Judgements (concise)
• Incentive Alignment with Shareholders: <High | Moderate | Low> with 2–3 reasons.
• Organizational Stability: <Stable | Watchlist | Unstable> with 2–3 reasons.
• Board Governance Strength: <Strong | Adequate | Weak> with 2–3 reasons.
3) Methods & Computation Rules
• Comp normalization: Convert all amounts to the reporting currency at grant date (for LTI) or fiscal-year average (state your convention). Identify grant-date fair value vs expensed value; do not mix them.
• Ownership: Report executive/director shareholdings and options/PSUs as both counts and approximate value (clearly labeled as “approx.” if market-value based). Note any shareholding guidelines and post-vest holding requirements.
• KPI semantics: Define each KPI plainly (e.g., “FCF per share = Operating cash flow − CapEx, divided by diluted shares outstanding”) and specify whether per-share or aggregate.
• Clawback/Malus: State existence and scope. Note change-in-control provisions, re-testing, repricing, and discretion usage.
• Turnover rate: Number of C-suite changes / average C-suite headcount over lookback; disclose your denominator.
• Glassdoor/Indeed: Use management-related fields/tags when available; otherwise infer themes from text. Avoid scraping that violates terms; rely on publicly viewable summaries or credible reporting.
4) Output Formatting
• Use clear headings and short paragraphs but write full sentences in plain language avoiding abbreviations so that it is easy to understand.
• Put tables inline in Markdown as specified.
• After each section, add numbered citations and a brief Confidence note (High/Med/Low).
• End with a compact Sources & Research Log listing each source, date accessed, and what it substantiated.
5) Quality Bar (must pass before finishing)
• Completeness: All six required areas covered (C-suite profiles, compensation table, 3-year incentive changes, turnover, employee reviews, Board deep dive).
• Verification: Every person profile has ≥2 sources or is labeled lower-confidence.
• Recency: All “last 3 years” items have explicit dates; anything older is clearly tagged “>3 years.”
• Clarity: No jargon without definition. KPIs are explained in plain English.
• Balance: Present both positive and negative evidence neutrally.
• Traceability: Every table row has at least one source reference; material facts have links.
6) Starter Query (fill and run)
Company: <TICKER, EXCHANGE, LEGAL NAME>
Lookback: <3 years> ending (today)
Reporting currency: <e.g., USD>
Jurisdiction/reporting basis: <e.g., US/SEC>
Produce the deliverables in Section 2 following the rules in Sections 1, 3, 4, and 5. Include all tables, narrative analysis, citations, and final judgements. Do not speculate; mark any “Not disclosed.”