The Advisors' Blog

Last week, Glass Lewis sent a client communication previewing changes to its quantitative pay-for-performance model that will be effective for the 2026 proxy season. This Cooley alert summarizes what we know so far:

The announcement signals significant revisions to the structure and scope of the Glass Lewis P4P assessments for US and Canadian companies. Most notably, Glass Lewis will replace its historical A – F letter grade system for US and Canadian companies with a new 0 – 100 numerical scorecard system, with an associated concern level. In addition, its evaluation period for key P4P tests will be lengthened from three to five years. The announcement also hinted at the introduction of new P4P assessment tools that will cover additional facets of compensation.

A brief video accompanying the announcement includes a chart illustrating the relationship between short-term incentive payouts and a company’s total shareholder return ranking over a five-year period, suggesting a potential shift toward more targeted evaluations of the link between short-term incentive outcomes and long-term value creation. However, the announcement and video otherwise provide essentially no other information about the new methodology.

The alert notes that this preview comes months before annual policy updates are typically published — which may reflect the scope of the changes. Importantly, Cooley notes that no immediate action is needed — or even possible — until further guidance, which we should see in the coming weeks.

This will undoubtedly be a big topic of conversation at our “2025 Proxy Disclosure and 22nd Annual Executive Compensation Conferences.” We’re very thankful for the continued participation of the proxy advisors at our conferences in the always popular panel “Navigating ISS & Glass Lewis,” which features a conversation moderated by Davis Polk’s Ning Chiu with representatives from both firms.

This year, our conferences are taking place on October 21 & 22 at Virgin Hotels Las Vegas with a virtual option if you are unable to attend in person. If you do plan to attend in person, be sure to arrive early enough on Monday to attend the Welcome Party Celebrating CCRcorp’s 50th Anniversary, which will take place from 4:00 pm to 7:00 pm PT on October 20.

Register today so you don’t miss out on our Early Bird Rate — it expires July 25!  Email info@ccrcorp.com or call 1.800.737.1271.

In the meantime, have a safe, happy, healthy Fourth! Our blogs will be back on Monday.

– Meredith Ervine