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October 23, 2020 Thoughtful Pay Alerts
ISS Issues FAQs on U.S. Compensation Policies and COVID-19 Pandemic
Download a pdf of this article » Institutional Shareholder Services (“ISS”) has just published general guidance in the form of a series of Frequently Asked Questions (“FAQs”) as to how ISS U.S. Benchmark Research may approach COVID-related pay decisions as part of its pay-for-performance qualitative evaluation. Given the highly disruptive and...Read MoreOctober 22, 2020 Thoughtful Pay Alerts
ISS Previews 2021 Policy Updates; No Current Revisions to Compensation-Related Policies
Download a pdf of this article » As it does each fall, Institutional Shareholder Services (“ISS”), the corporate governance advisory services firm, has published a preview of more than a dozen proposed voting policy changes for the 2021 proxy season across a number of different regional and market policies. This preview highlights three proposed updates for...Read MoreOctober 12, 2020 Thoughtful Pay Alerts
Equity Plan Proposals at the Tech 200
Download a pdf of this article » This Thoughtful Pay Alert summarizes our review of the equity plan proposals filed with the Securities and Exchange Commission among 200 representative public technology companies over the past year, approximately 50% of which are headquartered in the San Francisco Bay Area (the “Tech 200”). Prevalence of Equity Plan...Read MoreSeptember 24, 2020 Thoughtful Pay Alerts
Director Compensation Trends in the Technology Sector Over the Past Decade
Download a pdf of this article » It is a common impression that director compensation programs of publicly-traded technology companies are largely homogeneous – a cash retainer for general board service, additional cash retainers for board committee service, and an annual equity award. This structure is reflective of the purpose of these programs, which is to compensate directors with cash and...Read MoreJuly 21, 2020 Thoughtful Pay Alerts
Technology Company Responses to an Unfavorable Say-on-Pay Vote
Download a pdf of this article » The 2020 proxy season marked the 10th anniversary of the implementation of the shareholder advisory vote on named executive officer compensation (the “Say-on-Pay” vote) required by the Dodd-Frank Wall Street Reform and Consumer Protection Act. We have seen the development of a new era of shareholder engagement on executive compensation matters. Many companies...Read MoreJuly 15, 2020 Thoughtful Pay Alerts
ISS Issues Mid-Year Reminder about Updating Compensation Peer Group
Download a pdf of this article » Institutional Shareholder Services (“ISS”) has issued its annual mid-year reminder inviting companies to update their self-constructed compensation peer groups for consideration as part of its review of their executive compensation program in connection with Annual Meetings of Shareholders to be held through the end of January 2021. ISS considers a...Read MoreApril 13, 2020 Thoughtful Pay Alerts
Proxy Advisory Firms Issue Policy Statements Amid COVID-19 Pandemic
Download a pdf of this article » In recent days, Institutional Shareholder Services (“ISS”) and Glass Lewis & Co. (“Glass Lewis”) have issued statements on how they plan to apply their benchmark proxy voting policies over the coming months in response to the unprecedented market conditions created by the ongoing COVID-19 pandemic. These statements cover a wide range of governance...Read MoreMarch 27, 2020 Thoughtful Pay Alerts
Compensation Planning in the Wake of the COVID-19 Pandemic
Download a pdf of this article » To our clients and friends: We are going through what may turn out to be one of the most significant health and economic events of our lifetime – the global COVID-19 pandemic. As we adjust to the new realities of everyday life, Compensia remains committed to supporting the broader community. We recognize that for many of our clients this may be a busy time on...Read MoreJanuary 15, 2020 Thoughtful Pay Alerts
ISS Publishes Final FAQs and Burn Rate Tables for 2020 Proxy Season
Download a pdf of this article » As expected, Institutional Shareholder Services (“ISS”) published several supplemental documents in December that elaborate on the updates to its U.S. executive compensation benchmark policy guidelines for 2020. These documents include Frequently-Asked Questions (“FAQs”) for both its U.S. executive compensation policies and U.S. equity compensation plan...Read MoreDecember 30, 2019 Thoughtful Pay Alerts
Glass Lewis Announces Changes to Peer Group Development Methodology
Download a pdf of this article » On December 18, 2019, Glass Lewis & Co. announced a new proprietary methodology for developing the compensation peer groups that drive the scores of its Pay-for-Performance Model and the quantitative input for its recommendations on Say-on-Pay proposals. An outgrowth of its transition to a single global provider of compensation datasets and analytics –...Read MoreDecember 23, 2019 Thoughtful Pay Alerts
SEC Proposes Rules to Regulate Proxy Advisory Firms
Download a pdf of this article » The Securities and Exchange Commission has proposed amendments to the federal proxy rules that would impose significant new disclosure and engagement requirements on proxy advisory firms such as Institutional Shareholder Services, Inc. (“ISS”) and Glass Lewis & Co. Intended to improve the accuracy and transparency of the proxy voting advice provided to the...Read MoreDecember 3, 2019 Thoughtful Pay Alerts