Resource Library Insights

Our year-end report recaps proxy voting results and trends for 2022.

Vote results between the two indices have diverged due to a fractured governance landscape and differentiated expectations for “good” governance at large- and small-cap companies.

With volatility and rising interest rates, will some performance-based equity awards be worth the greater cost?

This proxy season will revert toward the pre-pandemic focus on financial metrics and conventional pay-for-performance structures.

The historically high S&P 500 failure rate is likely to remain through year-end, while the Russell 3000 failure rate has stayed steady since June.

How does the board keep the magic alive as the company matures? How does the organization keep talent engaged when financial incentives become less effective? How do you keep competitors—whether established or upstarts—from coming for your now-proven talent?

Emerging themes from this year’s Say on Pay and proxy voting season suggests a fundamental shift in shareholder and proxy advisor perspectives on compensation.

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.

The employee/employer relationship, including compensation and benefits, somehow will be radically different in the post-Covid-19 world.

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

Board diversity is claiming a wider share of the spotlight in boardrooms. BlackRock, Vanguard, and many of the largest asset managers have shifted their focus from addressing proxy access and board classification issues to developing voting guidelines on certain broader environmental, social, and governance (ESG) issues" including board diversity.

We have learned many things with the data from seven years of Say on Pay voting. This article outlines what we consider to be the three most important impacts of Say on Pay.