1. The SEC All-Stars: A Frank Conversation
2. Parsing Pay Ratio Disclosures: Year 2
3. Section 162(m) & Tax Reform Changes
4. Pay Ratio: How to Handle PR & Employee Fallout
5. The Investors Speak
6. Navigating ISS & Glass Lewis
7. Proxy Disclosures: The In-House Perspective
8. Clawbacks: What to Do Now
9. Dealing with the Complexities of Perks
10. Disclosure for Shareholder Plan Approval
11. The SEC All-Stars: The Bleeding Edge
12. The Big Kahuna: Your Burning Questions Answered
13. Hot Topics: 50 Practical Nuggets in 60 Minutes
Early Bird Rates – Act by the End of This Friday, April 20th: Huge changes are afoot for executive compensation practices with pay ratio disclosures on the horizon. We are doing our part to help you address all these changes – and avoid costly pitfalls – by offering a special early bird discount rate to help you attend these critical conferences (both of the Conferences are bundled together with a single price). So register by April 20th to take advantage of the 20% discount.
Do you ever feel like you’re constantly redesigning pay programs? It seems like someone’s always moving the goalposts to “better” align pay and performance. Is there a simpler way? Check out this blog from Meridian’s Bob Romancheck:
There is an emerging trend among a handful of large public companies, in the United States and Europe, to eliminate the distractions and complexities otherwise built into the design of long-term incentive programs. The goal, is to focus top executives on what really matters over the long term: share price appreciation. The vehicle of choice is, very simply, restricted stock with longer term vesting.
In some cases, there is one larger career grant, in others a five- and ten-year pro-rata vesting. No accounting or tax tricks, no complex “performance-based” pay exemption, just simple focus on stock price growth over the long term. This allows long-term decisions to play out, provides direct alignment with shareholders over the long term, and offers a builtin retention mechanism. Not too dilutive, a fixed accounting expense at grant, and the external market finances the hopeful appreciation. Seems too simple to be correct, but may be worth considering.
As I’ve previously blogged, a move to infrequent & meaningful equity grants could also be related to the growing influence of private equity backers…
California is joining seven other states & cities in proposing a tax consequence based on pay ratios. This article from Allen Matkins’ Keith Bishop gives the details. It notes that the bill would establish the following net income tax rates, beginning next year:
1. The SEC All-Stars: A Frank Conversation
2. Parsing Pay Ratio Disclosures: Year 2
3. Section 162(m) & Tax Reform Changes
4. Pay Ratio: How to Handle PR & Employee Fallout
5. The Investors Speak
6. Navigating ISS & Glass Lewis
7. Proxy Disclosures: The In-House Perspective
8. Clawbacks: What to Do Now
9. Dealing with the Complexities of Perks
10. Disclosure for Shareholder Plan Approval
11. The SEC All-Stars: The Bleeding Edge
12. The Big Kahuna: Your Burning Questions Answered
13. Hot Topics: 50 Practical Nuggets in 60 Minutes
Early Bird Rates – Act by the End of This Friday, April 13th: Huge changes are afoot for executive compensation practices with pay ratio disclosures on the horizon. We are doing our part to help you address all these changes – and avoid costly pitfalls – by offering a special early bird discount rate to help you attend these critical conferences (both of the Conferences are bundled together with a single price). So register by April 13th to take advantage of the 20% discount.
Recently, CII issued this “Roundtable Report: Real Talk on Executive Pay.” It summarizes candid thoughts from a January 2018 meeting among representatives of Vanguard, Norges Bank, NYC Pension Funds, BlackRock, CalPERS, CalSTRS & others – and it’s worth a read. The report covers 4 pay topics:
I’m sad to report that Fred Cook passed away last week. Widely considered “the Dean” of the compensation consulting world, Fred was much more than just a genius. Warm, kind – always with a sparkle in his eye. I was pretty new to the executive pay world when I launched CompensationStandards.com and our annual “Proxy Disclosure Conference” fifteen years ago – but Fred was more than willing to spend time with me and explain the basics. When I last saw him two years ago, he still seemed so young – so eager to share.
Fred always talked truth. And with his vast experience, he could give the proper perspective to what makes sense – and what doesn’t. Take some time to find out for yourself – this speech by Fred that we transcribed in 2005 still can provide numerous valuable learning lessons. We will miss you Fred!
Fred was married for 54 years and raised three daughters. Here’s an excerpt from Fred’s obituary in the NY Times:
Fred had a lifelong passion for the outdoors and physical fitness, completing many marathons without once training on a treadmill, and climbing the 46 High Peaks in New York State’s Adirondack Mountains. He climbed many of those peaks multiple times, in both summer and winter. He particularly loved introducing his family and friends to the Adirondacks he loved so much, with large family reunions, college reunions, hikes to swimming holes, outdoor hot tub soaks, and trips with his granddaughters up some of those same High Peaks. In life as in business, he loved to create traditions and share his passions.
This Semler Brossy report summarizes the proxy results so far for the Russell 3000. Here are a few key findings:
– It’s still early, but 3.9% of companies have failed “say-on-pay” this year – the highest rate since voting began
– The 90.2% average vote thus far in 2018 is down 1.5% from 2017
– Nearly one-third of the S&P 500 has had vote support below 70% at least once since 2011
The report has some good charts on industry differences, the ISS impact on vote results and likely causes for failures. It also looks at CEO pay ratio disclosures & equity plan proposals.
ProxyInsight’s Seth Duppstadt reports that over 1000 proxies with pay ratios have been filed so far – the 4 highest ratios are 2818, 2526, 2483 and 2028. Wonder how those companies will fare with say-on-pay this year?
You will want to see this Pearl Meyer blog entitled “Median Employee Pay Not Quite the Spectacle Anticipated.” Deb Lifshey reports “the average of employees identified at median is nearly $75K, which is larger than many expected.” Here’s another excerpt from Deb’s blog:
Not surprisingly, the highest average median pay, based on data collected thus far, is found within the utility sector at around $151K, with energy ($107K) and real estate ($104K) following a distant second and third. Industries at the lower end of averaged median employee pay are consumer discretionary ($42K), consumer staples ($44K) and industrials ($60K).
Surprisingly, the highest average median pay falls in a middle range of company size by revenue. It is larger for companies with revenues between $1B to $3B, ($82K), as compared to those companies with revenues smaller than $1B or larger than $3B.
Companies with fewer employees also had higher average median pay. Those with under 1,500 employees have an averaged median around $98K, compared to those with over 20,000 employees, where the average median is about $58K.
Early Bird Rates – Act by April 13th: Huge changes are afoot for executive compensation practices with pay ratio disclosures on the horizon. We are doing our part to help you address all these changes – and avoid costly pitfalls – by offering a special early bird discount rate to help you attend these critical conferences (both of the Conferences are bundled together with a single price). So register by April 13th to take advantage of the 20% discount.