The Advisors' Blog

– Lynn Jokela

Saving the best for last may sound good but when it involves proxy season, it can amplify stress levels.  So, if you’re drafting the CD&A as the proxy statement filing date closes in, this blog from Pearl Meyer says focus on three areas will help you pull the CD&A together.  Here’s where the blog says it’s best to spend your energy:

– CD&A Executive summary – this is an opportunity to provide overall context for your pay outcomes, reinforce strength of your leadership team, emphasize your commitment to shareholder engagement and underscore compensation governance practices

– Annual incentive plans – break this narrative down into shorter sub-sections organized by each of the key areas of your plan, which will help with navigation of what is generally a long narrative

– Long-term equity incentives – highlight or lead with the role of performance-based equity and provide strong rationale for the metrics and be clear about the timeframe over which performance is measured

Hopefully this can help wrap-up the drafting process and give time for reviewing the overall narrative to make sure it’s clear and complies with rules!