We take off where other firms finish

The current 2021 failure rate of 2.9% remains above the 2.2% failure rate observed at this time last year, with 8 more companies failing since our last report. Approximately 32% of failures are at least partially due to Covid-related actions, continuing to account for nearly a third of failures as the season progresses.

Corporate boards of directors face a more acute set of challenges in setting their compensation than they have in recent years. Until recently, a primary focus was the risk of shareholder litigation challenging allegedly excessive director compensation. That concern has receded as many companies have taken steps to mitigate the risk of lawsuits.

2020 had a profound impact on corporate governance and responsibility, with the pandemic shining a spotlight on health and safety and the national focus on racial justice drawing sharp attention to diversity and inclusion in corporate America.

Given growing stakeholder focus on Human Capital Management (HCM), we sought to understand how companies would approach the HCM disclosure within proxy statements this year. Our study of a sample of proxies filed in December 2020 and January 2021 offers an early proxy season preview of HCM disclosure practices.

Over the fall of 2020, we collected data on ESG & incentives from the Fortune 200. We excerpted from that data a subset of companies that have included a Diversity and Inclusion metric in their incentive designs.

From March 1, 2020 to February 13, 2021, 270 Russell 3000 companies announced structural changes to their in-flight and/ or go-forward incentive plans

This final report for 2020 drills down into how these approaches manifest across different industries, pointing towards design considerations for companies considering integrating more stakeholder metrics in the future.

This week’s report highlights companies with non-calendar fiscal year-end dates between 3/31 and 6/30 that disclosed actions in relation to COVID-19, and the response from shareholders and proxy advisors thus far.

Since early March, Semler Brossy has been tracking Russell 3000 executive and director pay actions announced in response to the COVID-19 pandemic.

The rapid global spread of COVID-19 has had incalculable impacts on society, taking both a serious economic and human toll. Many companies are faced with balancing competing responsibilities to various stakeholders.

Support Is Almost Identical to 2018 YTD Results; director election support continues to decline from prior year levels

Two of the predictions our team made at the beginning of the 2018 proxy season proved correct, while two turned out incorrect.