We are very excited to announce that Corp Fin Director Keith Higgins will be part of our “Annual Proxy Disclosure Conference” on September 29th-30th. Registrations for our popular pair of conferences (combined for one price) – in Las Vegas and via video webcast – are strong and for good reason. Register by this Friday, as rates go up after that!
The full agendas for the Conferences are posted – but the panels include:
– Keith Higgins Speaks: The Latest from the SEC
– Preparing for Pay Ratio Disclosures: How to Gather the Data
– Pay Ratio: What the Compensation Committee Needs to Do Now
– Case Studies: How to Draft Pay Ratio Disclosures
– Pay Ratio: Pointers from In-House
– Navigating ISS & Glass Lewis
– How to Improve Pay-for-Performance Disclosure
– Peer Group Disclosures: The In-House Perspective
– In-House Perspective: Strategies for Effective Solicitations
– Creating Effective Clawbacks (and Disclosures)
– Pledging & Hedging Disclosures
– The Executive Summary
– The Art of Supplemental Materials
– Dealing with the Complexities of Perks
– The Art of Communication
– The Big Kahuna: Your Burning Questions Answered
– The SEC All-Stars
– Hot Topics: 50 Practical Nuggets in 75 Minutes
– Slim majority of S&P 500 companies (53.8%) cited at least one sustainability factor in shaping pay decisions
– While a majority of companies in the S&P 500 incorporate sustainability factors into executive compensation decisions, only 16% name specific metrics used to measure performance
– Only 10% of S&P 500 companies disclose specific sustainability targets in compensation plans
– Over 90% of energy and utility companies use sustainability metrics to determine a portion of pay, compared to less than 40% of telecommunications, technology, and cyclical consumer goods and services companies
GMI is hosting a webcast next Tuesday, May 6th on the study…
Last week, I blogged about a wide-ranging interview with Warren Buffett on CBNC that covered many topics including his decision to abstain in a vote on Coca-Cola’s controversial equity compensation plan, even though he thought it was “excessive.” Here is a transcript of that interview. Warren sat on Coke’s compensation committee for many years – but he left Coke’s board in 2006. Now his son Howard sits on Coke’s board (but not its comp committee).
As reported in this WSJ article yesterday (and here’s a Reuters article), Coke likely will revise its compensation plan before it goes into effect next year, primarily due to Warren’s sentiments. This is pretty remarkable given that the plan received 83% support from shareholders at Coke’s annual meeting last week. Here is an excerpt from the WSJ article:
Mr. Buffett aired his reservations about the plan privately in recent weeks to Coke Chief Executive Muhtar Kent in three conversations, including at a dinner in Mr. Buffett’s hometown of Omaha, Neb., according to some of the people familiar with the matter. Mr. Buffett’s conglomerate, Berkshire Hathaway Inc., is Coke’s largest holder of stock in the company, owning 9% of the beverage giant’s shares.
Mr. Buffett has frequently expressed his distaste for pay plans that rely heavily on stock options, calling them “lottery tickets” for executives that often generate outsize rewards. Such options give the recipient the right to purchase shares at a later date for a set price. On Wednesday, Mr. Buffett said he has been clear with Coke management from the outset that he thought the plan was excessive. “I’m against the plan, and they know it,” Mr. Buffett said in an interview with The Wall Street Journal.
In this 30-second video, Cap’n Cashbags – a CEO – passing on a stock tip to earn a little extra money. The digested napkin parrots the fact pattern from a recent SEC enforcement action against a broker and law firm clerk (here’s the SEC’s complaint against them):
Hat tip to Art Meyers of Choate Hall for alerting me to this proposed California legislation (SB 1372) that would peg a public company’s state franchise tax rate to the company’s pay ratio effective January 1st. The tax rates would vary between 7% and 13%. The compensation ratio compares the total compensation under the Summary Compensation Table for “chief operating officer or the highest paid employee” to the median compensation of all employees employed in the US. The bill also has a provision that increases a company’s applicable tax rate by 50% if it has a 10% or greater decrease in full-time US employees at the same time that the company increases contracted or foreign employees. Here’s more from this blog by Keith Bishop…
Thomas Piketty’s new book – “Capitalism in the Twenty-First Century” – is primarily a book about the history of wealth, but it has touched a nerve and has spawned dozens of news articles including:
– Why stocks aren’t “too frothy” as they re-approach all-time highs
– His decision to abstain in a vote on Coca-Cola’s controversial equity compensation plan, even though he thought it was “excessive”
– His support for IBM, even after a disappointing earnings report
– How CEOs are increasingly scared of activist investors
A lot of ink has been spilled over the past few weeks over whether JPMorgan CEO Jamie Dimon had his pay enhanced or cut during 2013. Paul Hodgson analyzes the fact pattern in this Fortune article – and our own Mark Borges has done a great job as well in this blog…