December 19, 2023
More on “Equity Plan Approvals: Showing Signs of Headwinds?”
I blogged earlier this month about eroding support for equity plans during the 2023 proxy season. This Glass Lewis blog underscores that you should pay attention to overhang and overall support for your compensation programs if you expect to submit an equity plan proposal in the upcoming year. Here’s an excerpt:
In the U.S., the number of equity plan proposals that failed to receive majority support rose to its highest level in at least five years, more than doubling year-over-year. The number of proposals that passed with significant opposition rose more than 40%. The overwhelming majority of failed proposals had excessive overhang levels, either due to the basic share request or the effects of evergreen provisions. Twelve of the failed proposals had high overhang levels (some with the help of evergreen provisions) while three of the remaining proposals shared ballots with other proposals that saw high compensation-related opposition.
– Liz Dunshee