PubCo @ Cooley » executive compensation

An op-ed co-authored by SEC Commissioner Robert Jackson (who is reportedly planning to leave the SEC this fall, although he’s eligible to stay until the end of 2020) and MIT senior lecturer (an...

https://cooleypubco.com/2019/04/22/commissioner-jackson-on-non-gaap-comp-targets/

In remarks Monday before the Center for American Progress, SEC Commissioner Robert Jackson discussed his recent research on corporate stock buybacks, in the light of the substantial increase in b...

https://cooleypubco.com/2018/06/12/jackson-calls-for-restricting-executive-sales-during-buybacks/

In its Annual Corporate Directors Survey for 2017, PwC surveyed 886 directors of public companies and concluded that there is a “real divide” between directors and  institutional investors (...

https://cooleypubco.com/2017/10/25/pwcs-2017-annual-corporate-directors-survey-shows-directors-clearly-out-of-step-with-institutional-investors-on-social-issues/

by Cydney Posner The Financial Choice Act of 2017 has been passed by the House (almost surreptitiously, given the unwavering focus on the Senate hearing today). According to the WSJ, the House vo...

https://cooleypubco.com/2017/06/08/house-passes-financial-choice-act-of-2017-what-now/

by Cydney Posner At the recent Bloomberg BNA Conference on Revenue Recognition,  a Deloitte partner observed that, to the extent that, in awarding compensation, companies use metrics that are ke...

https://cooleypubco.com/2017/05/15/new-revenue-recognition-standard-dont-ignore-the-impact-on-compensation/

by Cydney Posner Asset management firm BlackRock (reportedly the largest, with $5.1 trillion under management) has identified its “Investment Stewardship” priorities for 2017-2018, intended t...

https://cooleypubco.com/2017/03/15/blackrock-sets-its-priorities-for-board-engagement/

by Cydney Posner If you haven’t already, please check out our recent Cooley Alert, ISS and Glass Lewis Update 2017 Proxy Voting Policies.  It’s a great way to start the new year and a lot m...

https://cooleypubco.com/2017/01/03/iss-and-glass-lewis-update-2017-proxy-voting-policies/

by Cydney Posner One of the prevailing narratives of the recent Presidential election was that the same gestalt that drove the Brits to vote for Brexit also animated the pro-Trump forces and led ...

https://cooleypubco.com/2016/12/06/hitting-populist-note-u-k-proposes-enhancements-to-corporate-governance-will-the-new-u-s-administration-follow-the-populist-playbook/

by Cydney Posner How to structure executive pay to drive performance over the long term—while avoiding pay levels that would be considered excessive—is a conundrum for compensation committees...

https://cooleypubco.com/2016/09/06/its-back-to-square-one-pay-ceos-with-short-term-incentives/

by Cydney Posner It goes without saying that, to many, the sine qua non of executive compensation is performance-based pay.  From proxy advisory firms to institutional holders to the drafters of...

https://cooleypubco.com/2016/03/21/is-it-a-mistake-to-insist-that-ceo-pay-be-performance-based/

by Cydney Posner According to an interesting article, “The Executive Pay Cap That Backfired,” by Allen Sloan, published in ProPublica on February 12, not only did tax code Section 162(m) not ...

https://cooleypubco.com/2016/02/18/is-section-162m-just-a-gnat-on-an-elephant/

by Cydney Posner Yes, according to a new study, “Throwing Caution to the Wind: The Effect of C.E.O. Stock Option Pay on the Incidence of Product Safety Problems,”  from the University of Not...

https://cooleypubco.com/2015/09/12/do-stock-options-affect-consumer-safety/

by Cydney Posner Is executive pay becoming a hot button issue for activist hedge funds? While executive pay has long been under scrutiny from standard-issue corporate governance activists, such a...

https://cooleypubco.com/2015/06/18/executive-compensation-a-trigger-for-hedge-fund-activism/

by Cydney Posner This morning, by a three to two margin, the SEC voted to propose rules requiring companies to disclose executive pay for performance. The proposal comes five years after passage ...

https://cooleypubco.com/2015/04/29/with-two-dissents-sec-proposes-pay-for-performance-disclosure-rules/

by Cydney Posner Remember how “say on pay” was supposed to put the lid on soaring executive pay? And just how has that turned out? According to a study conducted by ISS affiliates, (reported ...

https://cooleypubco.com/2015/04/21/efforts-to-reform-executive-compensation-follow-the-law-of-unintended-consequences/

by Cydney Posner Let’s reconsider: is it really necessary – or even useful – to have a proxy statement for an ordinary annual meeting that exceeds 100 pages in length?  Does responsibility...

https://cooleypubco.com/2015/02/18/survey-institutional-investors-want-return-of-25-page-proxy-statements/

by Cydney Posner Compliance Week reports on the “tectonic shift” anticipated to result from implementation of FASB’s new revenue recognition standard and the impact of that shift on executi...

https://cooleypubco.com/2015/02/18/will-the-new-revenue-recognition-standard-wreak-havoc-on-existing-executive-compensation-arrangements/

by Cydney Posner As discussed in this article in Compliance Week, this report, “The Alignment Gap Between Creating Value, Performance Measurement, and Long-Term Incentive Design,” by Organi...

https://cooleypubco.com/2014/12/15/are-we-aligning-pay-to-the-wrong-performance-metrics/