Resource

News

Record Low ISS S&P 500 Say on Pay Opposition: The Trends Behind the Decline

Viewpoints
Proxy Advisors - SOP

Record Low ISS S&P 500 Say on Pay Opposition: The Trends Behind the Decline

In this Viewpoint, the second of our 2024 SOP series, we explore the trends that may have led ISS to recommend against SOP at a historically low rate.

Viewpoints
Proxy Advisors - SOP

Recap of the 2024 Say on Pay Season

Viewpoints
Equity Plan Admin

Relative TSR Awards: Challenges and Trade-Offs Using Stock Price vs. Monte Carlo Calibration Methods

Thousands of companies, including more than 70% of the S&P 500 companies, grant performance stock units (PSUs) with relative total shareholder return (TSR) or stock price performance-vesting conditions. These incentives can be very motivational, help align management rewards with shareholder returns, and are strongly favored by some investors and proxy advisors.

Viewpoints
CEO Pay - P4P Alignment PVP Disclosure

SEC 2024 PVP Using CAP: Does CAP Continue to Demonstrate Strong Alignment with TSR in the Second Year of Disclosure?

In 2023, Pay Governance research concluded that the information afforded by the new pay versus performance (PVP) disclosures could be reasonably used to assess the alignment of pay and performance, using Compensation Actually Paid (CAP) and relative total shareholder return (TSR) (see Viewpoint Utilizing Compensation Actually Paid to Evaluate Pay and Performance).

Viewpoints
ESG - Diversity Incentive Plan Design

Environmental Performance Metrics in Incentive Plans: Incentive Trends and Key Design Considerations

In recent years, global companies have grappled with defining a baseline for environmental metrics, establishing the processes and controls to measure and report progress toward objectives, and setting the goals of ambitious environmental performance metrics (especially if environmental performance metrics are used in executive incentive arrangements). Institutional investors have also been increasingly seeking ways to ensure that the companies in which they invest are actively working towards a sustainable future.

Viewpoints
Incentive Plan Design

Incentive Design Tailored to Companies Subject to Economic Cyclicality and/or Commodity Exposure

Viewpoints
Director Pay

Trends in S&P 500 Board of Director Compensation

Viewpoints
Incentive Plan Design

Non-GAAP Adjustments: Impact of Merger and Acquisition Activity on Performance Targets and Results

One of the more complex issues when measuring performance for incentive plan purposes is how to consider the effect of mergers, acquisitions, dispositions, and the related transaction costs (M&A activity) on financial performance during the performance period.

Viewpoints
Incentive Plan Design

Impact of Non-GAAP Earnings and Adjustments on Incentive Plan Payouts: Heightened Scrutiny Ahead?

The reporting of "non-GAAP" (Generally Accepted Accounting Principles) financial metrics is a common practice among companies.