June 25, 2020 Executive Compensation Shareholder Voting Reports

2020 Say on Pay Report Including Executive and Director Compensation Responses to Covid-19

This week’s report recaps the 2020 voting trends, which reflected no change in the average Say on Pay vote support for Russell 3000 companies in 2020, despite a significant number of companies disclosing mid-year pay actions. Additionally, the report includes a spotlight study on a Proctor & Gamble environmental shareholder proposal, and an additional page on 2020 and 2019 environmental and social proposals that received greater than 50% vote support.

We expect average vote support and failure rate in 2021 to be more reflective of COVID-19’s impact as shareholders better understand the span of actions taken by companies covering Fiscal 2020 compensation. That said, companies will still be expected to provide a heavy burden of proof to justify compensation levels and programmatic changes as we move into the 2021 proxy season. Please visit our COVID-19 resources, Incentive Design Changes in Response to COVID-19, for more information.

2,396 Russell 3000 companies held Say on Pay votes in 2020. Average vote support was 90.5%, and 56 companies (2.3%) failed. There were 13 social proposals and six environmental proposals that received greater than 50% support. This report also tracks Director Election and Equity Proposal vote results.

Contributors

Austin Vanbastelaer

Justin Beck

Todd Sirras

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