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Recent Coverage Of Executive Compensation Issues

Below is some of the most recent Compliance Week coverage on issues related to executive compensation. This coverage is quite diverse, tackling the SEC's compensation disclosure guidelines, shareholder and proxy pressures, Section 409A rules, backdating, perks, SERPs, and more. Also, see Compliance Week's extensive compensation data resources, including a searchable database of Compensation Discussion & Analysis (CD&A) disclosures, and a database of material compensatory contracts as required by the SEC's new 8-K rules.

Demystifying ISS' Evaluation of Pay-for-Performance

January 10, 2012

Institutional Shareholder Services issued a revised methodology for how it determines its recommendation for say-on-pay votes, to put more emphasis on pay for performance. The new method involves "some fairly sophisticated analytics in order to ensure the results produce a reliable average trend line," says Carol Bowie head of compensation research development and products at ISS.
 

How to Avoid a Negative Recommendation From ISS on Say-on-Pay

August 09, 2011

Proxy advisory firms such as ISS and Glass Lewis may not have the final say on how shareholders will cast their advisory votes on executive compensation, but they sure do hold a lot of sway on how they go. Companies that want to avoid failing a say-on-pay vote may have no choice but to walk the ISS line. "They have become very powerful," says Deborah Lifshey, managing director at Pearl Meyer & Partners.
 

Can Too Much Disclosure Be a Bad Thing?

July 12, 2011

It is often said that too much of anything is a bad idea. Now two academics have tried to determine whether the same applies to corporate disclosure, and their answer is a cautious yes: Too much disclosure, they say, can skew executive compensation upward and warp executives' decisions about strategic business investments. More inside.
 

Director Compensation Trends: Moderate Raises, More Equity

June 28, 2011

Board directors' pay rose 7 percent last year, with technology companies giving the largest raises. Boards are also giving themselves a higher portion of equity in their compensation packages. So far, investors don't seem alarmed, as director pay increases have been justified with greater time commitments and a shortage of qualified directors. More survey results inside.
 

Shareholders Are Getting Their Way on Pay

May 03, 2011

As GE's recent restructuring of CEO Jeff Immelt's stock option plan demonstrates, "say-on-pay" is having a dramatic effect on executive compensation. More companies are reviewing their plans and working to better link pay to performance. "This is going to weaken the ability of executives to determine the parameters of their own compensation," Harvard University professor Jesse Fried says. More inside.
 

Attorney General Targets Non-profit Board Pay

April 26, 2011

A few state regulators are reviewing compensation for boards of directors at non-profit healthcare systems, with investigations launched and bills filed to curb what some consider bloated pay. "Non-profit leaders ... are stewards of the charitable assets they oversee, and those assets are held for charitable purposes, not individual gain," says New Hampshire Attorney General Michael Delaney.
 

Banker Pay Proposal Includes Incentive Pay Deferral

March 01, 2011

The Federal Deposit Insurance Corp. is leading the charge to curb bank pay with a three-year deferment on incentive-based compensation for top executives, a tricky proposition to enforce. The plan also requires financial firms to identify employees who could expose companies to substantial losses and review their incentive structures. Details inside.
 

Top Option Grants, Stock Awards for October

November 16, 2010

Top Option Grants, Stock Awards for October
 

Top Option Grants, Stock Awards for October

November 16, 2010

Every month, Compliance Week publishes a list of the largest stock option grants and restricted stock awards during the previous period. The data and analysis are provided by compensation research firm Equilar.
 

The Final Say-on-Pay Votes

November 02, 2010

It’s time to put proxy disclosure drafting and shareholder outreach efforts into overdrive: the Securities and Exchange Commission’s long-awaited rule proposals requiring shareholder votes on executive compensation and severance packages have arrived.
 

Top Option Grants, Stock Awards for September

October 12, 2010

Compliance Week’s monthly ranking of equity compensation awards, for the month of September.
 

Does Internal Audit Pay Enough Attention to Exec Pay?

September 14, 2010

A recent survey of internal auditors suggests that the profession may not be giving executive compensation the scrutiny it deserves, despite mounting pressure from regulators, Congress, and the public to reign in bloated pay packages.
 

Top Option Grants, Stock Awards for August

September 14, 2010

Compliance Week’s monthly ranking of equity compensation awards, for the month of August.
 

Top Option Grants, Stock Awards for August

September 14, 2010

The largest grants of stock options and restricted stock awards for corporate executive officers in the month of July 2010.
 

Top Option Grants, Stock Awards for July

August 17, 2010

Top Option Grants, Stock Awards for July
 

Top Option Grants, Stock Awards for July

August 17, 2010

The largest grants of stock options and restricted stock awards for corporate executive officers in the month of July 2010.
 

Few Best Practices on Equity Ownership Plans

August 10, 2010

Sure, every corporate director, internal auditor, and compliance officer wants to tie senior executives’ pay more closely to performance—and requiring executives to hold stakes in their companies through stock ownership rules is one way to achieve that. But new data shows that Corporate America has few standards for what a stock ownership program should look like.
 

The Future of Comp Committees Under Dodd-Frank

August 10, 2010

Eight years ago, the Sarbanes-Oxley Act piled huge new duties onto corporate audit committees. Now their colleagues on compensation committees are bracing to see whether they’ll suffer the same fate under the Dodd-Frank Act.
 

Report Scolds Companies on Option Mega-Grants

August 03, 2010

Corporate America took advantage of the stock market meltdown 18 months ago to shower executives with new and often larger grants of stock options, which now has led to multiple CEOs sitting on huge “mega-grants” worth tens of millions thanks to the ensuing stock market recovery.
 

Top Option Grants, Stock Awards for June

July 13, 2010

Top Option Grants, Stock Awards for June
 

Top Option Grants, Stock Awards for June

July 13, 2010

The largest grants of stock options and restricted stock awards for corporate executive officers in the month of June 2010.
 

Top Option Grants, Stock Awards for May

June 15, 2010

Top Option Grants, Stock Awards for May
 

Top Option Grants, Stock Awards for May

June 15, 2010

The largest option grants and stock awards issued for the month of May.
 

Top Option Grants, Stock Awards in April

May 18, 2010

Top Option Grants, Stock Awards in April
 

Top Option Grants, Stock Awards for April

May 18, 2010

The largest option grants and stock awards issued for the month of April.
 

Top Option Grants, Stock Awards in March

April 13, 2010

Top Option Grants, Stock Awards in March
 

Top Option Grants, Stock Awards for March

April 13, 2010

The largest option grants and stock awards issued for the month of March.
 

Pressure Prods Some Cos. to Revise Incentive Plans

April 06, 2010

Corporations are starting to go back to the drawing board to shape incentive plans and performance goals for executive compensation in 2010, thanks to economic uncertainty and populist pressure making it more difficult to get those tasks done.
 

Top Option Grants, Stock Awards in February

March 16, 2010

Top Option Grants, Stock Awards in February
 

Top Option Grants, Stock Awards in February

March 16, 2010

Top Option Grants, Stock Awards in February
 

Golden Parachutes Feeling Pressure, Seeing Change

February 23, 2010

More and more corporations are sounding a retreat on bloated severance pay agreements in the face of fierce pressure from shareholders, proxy advisory firms, and others fed up with excessive amounts of executive compensation.
 

Genzyme Pay Reforms Win Praise

February 17, 2010

With executive pay under the microscope like never before, more and more companies are revising compensation plans to ensure they’ll pass muster with shareholders, regulators, lawmakers, and the general public. One early mover in 2010: Genzyme Corp.
 

Top Option Grants, Stock Awards in January

February 17, 2010

Top Option Grants, Stock Awards in January
 

Top Option Grants, Stock Awards in Jan.

February 17, 2010

Top Option Grants, Stock Awards in January
 

IRS Offers Correction Path for Deferred-Comp Errors

January 20, 2010

The Internal Revenue Service has delivered a belated but welcome bit of news to compensation committees and corporate tax departments: a correction program to let companies fix errors in their deferred-compensation plans, so those plans can be brought into compliance with Section 409A of the tax code.
 

Top Option Grants, Stock Awards in December

January 20, 2010

Top Option Grants, Stock Awards in December
 

Top Option Grants, Stock Awards in December

January 20, 2010

Top Option Grants, Stock Awards in December
 

Top Option Grants, Stock Awards in November

December 15, 2009

Top Option Grants, Stock Awards in November
 

Top Option Grants, Stock Awards in November

December 15, 2009

Top Option Grants, Stock Awards in November
 

Calls for Better, Briefer CD&A Disclosure in 2010

December 01, 2009

With the Securities and Exchange Commission poised to approve new proxy disclosures any day now and increased scrutiny by SEC staff looming, companies should prepare to do more than the usual topside tweaking of their Compensation Discussion & Analysis for 2010.
 

Top Option Grants, Stock Awards in October

November 17, 2009

Top Option Grants, Stock Awards in October
 

Top Option Grants, Stock Awards in Oct.

November 17, 2009

Top Option Grants, Stock Awards in Oct.
 

Top Option Grants, Stock Awards in Sept.

October 13, 2009

Top Option Grants, Stock Awards in Sept.
 

Top Option Grants, Stock Awards in Sept.

October 13, 2009

Top Option Grants, Stock Awards in Sept.
 

A Bird’s Eye View of Compliance Departments

October 06, 2009

Good news and bad news for corporate compliance officers: Anyone feeling strapped for budget and resources, you’re not alone … but don’t expect much sympathy from regulators or enforcement attorneys who might pay you a visit sometime.
 

Comments Are in on SEC’s Proxy Disclosure Proposal

September 22, 2009

The Securities and Exchange Commission has received a flood of suggestions, complaints, praise, and other comments for its sweeping plans to revamp corporate proxy disclosures.
 

Top Option Grants, Stock Awards in August

September 15, 2009

Top Option Grants, Stock Awards in August
 

Top Option Grants, Stock Awards in August

September 15, 2009

Top Option Grants, Stock Awards in August
 

Exclusive Report: Perks Still Common, Despite Economy

August 25, 2009

Despite a vicious economic slump that continues to fuel public outrage over executive pay, Corporate America hasn’t curbed its urge to splurge a whole lot.
 
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