March 3, 2026
Proxy Season Hot Topics: Transition Pay in the Spotlight
If you are disclosing transition pay arrangements in your proxy this year, there’s good news and bad news. ISS Governance recently published these predictions for the 2026 annual meeting season:
Transition pay arrangements are expected to be a focus in the 2026 proxy season. Following an unprecedented number of U.S. CEO changes in 2025, severance packages, sign-on bonuses, make-whole awards, and other transition pay issues are expected to play a prominent role in many executive compensation disclosures.
The good news is that you won’t be alone in making these disclosures, the bad news is that they’re probably going to be scrutinized as part of larger trends.
These predictions were part of a larger report that ISS Governance published on forecasts for the 2026 annual meeting season (available for download), which also says we shouldn’t be surprised if spending on executive security increased last year:
Investors may continue to see increases in security-related perquisites in 2026. Over the last three years, the prevalence of security-related perks increased at a much larger rate than other common perks for S&P 500 CEOs, as many companies reevaluated the need for new or enhanced security protections for their top executives.
The report predicts that economic and geopolitical headwinds will also play a role in the 2026 proxy season.
– Liz Dunshee
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