What do Costco, Oracle, Tellabs, Whole Foods Markets, Las Vegas Sands, Movado and National Beverage have in common? They don’t make a very good peer group given their disparate GICS codes.They are pursuing a tax-driven (and somewhat political) tactic in the name of “returning capital to shareholders” that may come back to bite them, or their peer companies, when it’s … Read More
What I Say on Say-on-Pay Will Pay, I’d Say
OK, maybe I read a few too many Dr. Seuss books to the three little ones over the past 10 years.As we enter what will be an extremely busy November-December executive and equity compensation season, one theme will dominate: say-on-pay. This is not just an executive compensation topic. It has impact on every equity compensation plan and professional. I’ve had … Read More
33 Reasons That Your Company’s Say-on-Pay Vote Might Go Sub-50% in 2013
News of companies that failed their say-on-pay vote is in the headlines almost daily this time of year. What don’t make the headlines are stories of the companies that barely passed (in the 50% to 70% range) or that passed but plummeted from their 2011 approval levels. Many in the former category last year failed this year. Many in the … Read More
She Said She Said – The Gender Gap Myth
“She said, you don’t understand what I said I said no, no, no, you’re wrong” She Said She Said The Beatles (John Lennon) A new research study published in the Journal of the American Medical Association concludes that female physicians are paid less than male physicians by about $12,000 per year, enough of a difference over a 30-year career that … Read More
Bullet Proof Vest (ing) in the Current Compensation Governance Environment
“And it seems these days that everybody wears a bullet-proof vest” – Colbie Caillat,”Bullet Proof Vest“In the current compensation governance environment, many (perhaps most) companies are seeking the bullet-proof vest to fend off criticisms of proxy advisers and institutional shareholders in the say-on-pay process.One of the key components of the bullet-proof vest strategy is…the vesting schedule – and this is … Read More
Executive Compensation Controversy: What it Means for Equity Compensation in 2012
As we approach the 2012 proxy season – the months of March, April, and May when about 70% of public companies file their proxies for this year’s shareholder meeting – we provide an update on a number of significant developments. Over the past few months, a series of changes in proxy adviser policy, regulatory timelines, media coverage, and the political … Read More
Another CEO Pay Cut That Isn’t
I understand that stock options are difficult to understand. And I understand that some journalists seem to have a keen interest in reporting how “overpaid” CEOs are, and others a similar interest in gleefully reporting that a CEO took a “pay cut.”The problem is, CEOs rarely have their compensation reduced through a direct action by the Compensation Committee of the … Read More
Human Capital Considerations – A Must Role For Compensation Committee
I was thrilled to be invited to co-author a piece with David Creelman (Canada) and Andrew Lambert (UK) of Creelman Lambert as we collectively continue to explore how to improve the linkage between Board-level governance processes and the necessary focus on human capital.Our key point is this: What’s the solution? There are three things we need: a committee with a … Read More
The Most Wonderful Time of the Year (Peer Groups)
“There’ll be scary ghost stories And tales of the glories of… Long, long ago”-Edward Pola and George Wyle as performed by Andy Williams (1963) “It’s the Most Wonderful Time of the Year” Yes, it’s the most wonderful time of the year – Compensation Committee season! As Committees gather to review 2011 and plan for 2012, we have a record number … Read More
Fixing The Executive Pay Problems, 1990-2011
Every week I receive a Giga Alert, pointing me to where I have been posted, cited, or referenced. Some of these represent a chain going back quite far. Today I received one citing an article published by Rutgers University in 1992 that mentions an editorial I wrote for the Sunday Los Angeles Times in 1990. I hadn’t read that piece, … Read More