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Say on Pay

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Get comprehensive results in "Say on Pay Reports," in-depth analysis on Say on Pay results in our "Behind the Numbers" series, and insights on how companies are faring in "Vote of the Week."

Behind the Numbers: How have companies reponded to failed 2011 Say on Pay votes?

Our weekly Say on Pay report often raises interesting questions about what the data really mean. These questions are addressed in this series. As of May 15, all companies that failed Say on Pay in 2011 have passed in 2012. The average vote result for these 16 companies was 89%, an increase of 48 percentage points from 2011. We were curious what types of changes these companies made to their programs following the failed vote to create such an increase in support. Read more

Vote of the Week: OM Group, year-over-year decline of 57%

OM Group's 2012 vote result was 23%, the lowest result recorded this season. The result represents a year over year decline in support of 57%. We looked into the circumstances at OM Group and suspect that the failed 2012 Say on Pay vote was likely the result of increases in CEO pay during a period of poor stock performance. Reported CEO total pay increased ~9% to $5m, Additionally, shareholders may have been concerned over high relative pay levels and changes to the annual incentive program. Read more

Report update: five new failures, high support continues…

To date, 934 Russell 3000 companies have had their Say on Pay votes – and over 92% are passing with above 70% support. This week, five more companies announced failures: Sterling Bancorp, Knight Capital, OM Group, Gentiva Health Services, and Charles River Laboratories. This brings the total for the season to 18. We analyze the reasons behind OM Group's 2012 vote result in our "Vote of the Week" feature. Read more

Latest company to fail Say on Pay: Knight Capital

Knight Capital received 32% approval from shareholders, making it the fifteenth company to fail Say on Pay. Knight Capital is also the fifth company in the GICS financials sector to fail SOP this year (aside Citigroup, FirstMerit, Sterling Bancorp, and Tower Group). Financial Times discussed earlier today some of the causes of opposition at Knight Capital; mainly, Knight Capital’s CEO was paid 250% more than median ‘comparable’ companies (as selected by ISS) over a period of below-median TSR performance. Read more here. Read more

Report update: Total ‘failures’ at 13…

To date, 677 Russell 3000 companies have had SOP votes – and over 92% are passing with above 70% support. This week, five more companies announced failures, bringing the total to 13: Mylan, Comstock Resources, Tower Group, Cenveo, and Manitowoc Company. Read more