August 8, 2013
Now 58 Say-on-Pay Failures This Year
– Broc Romanek, CompensationStandards.com
There have been several more failures during the past few weeks, including:
– McKesson – Form 8-K (22%)
– Freeport-McMoRan – Form 8-K (29%)(failed in ’11 – passed in ’12 – failed in ’13)
– Spectrum Pharmaceuticals – Form 8-K (31%)
Last week, McKesson saw fireworks with a pretty low vote on its say-on-pay (22%), along with its comp committee also receiving significant opposition (support of 60-71%), and a shareholder proposal seeking stronger clawback policies passed (53%) – for only the 4th time since 2006.
Freeport-McMoRan also had fireworks as two of the four shareholder proposals on its ballot also received majority support – independent chair (56%) and “call special meeting at 15% threshold” (70%). I believe Freeport-McMoRan is only the second company, after Cogent Communications, to fail in 2011, pass in 2012, only to fail again this year.
Thanks to Karla Bos of ING for the heads up on these!
In addition to tracking failed say-on-pay votes through this blog, there are free Equilar alerts that you can sign up for when a failed vote is reported. It appears Equilar excludes abstentions, so the alerts might not pick up some very close votes and/or cases where there’s a huge number of abstentions, but a handy dandy tool nonetheless…