This article by Robbi Fox was published in the October 2010 issue of workspan magazine. The article looks at new legislation that impacts the deductibility of compensation under Internal Revenue Code Section 162(m) for certain organizations and the implications if these provisions are made to apply to all public companies.
Download Article (PDF) On September 24 in New York City, Ed Hauder will join Reid Pearson from Alliance Advisors LLC to kick-off the New York Compensation Association's 2010-2011 speakers series with a discussion of the current state of affairs on "Say on Pay," giving historical context to the new Say on Pay requirements ushered in by the Dodd-Frank Act. They will look at what the Dodd-Frank Act will require, lessons from the 2010 proxy season, the international experience with say on pay, as well as shareholder advisory groups' positions regarding say on pay and implications for next proxy season. Finally, Ed and Reid will share their thoughts on what companies can do right now in order to start preparing for the new reality of "say on pay" to best positions themselves for the 2011 say on pay vote.
Ed Hauder will join Scott Witz of W. W. Grainger and Reid Pearson of Alliance Advisors LLC to present "A Successful Journey: Creating a State-of-the-Art Equity Plan" at the National Association of Stock Plan Professional's 2010 Annual Conference in Chicago, IL on September 22, 2010 at 1:30 pm
Robbi Fox of Exequity will participate in a panel discussion and presentation at the 7th Annual Executive Compensation Conference in Chicago on September 21 at 9:45 am. The panel will provide practical guidance on addressing the hottest issues shareholders are focused on today and ensuring that your "Say-on-Pay" proposals pass muster with shareholders.
Ed Hauder of Exequity joined Dan Walter of Performensation in presenting this webcast on August 25, 2010. The webcast looked at current action items for compensation professionals as a result of the Dodd-Frank Act, and was sponsored by HCR Software.
Ed Hauder presented on the executive compensation and corporate governance provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act to the Chicago Chapter of the National Association of Stock Plan Professionals on August 3, 2010.
To help companies benchmark proxy officer change-in-control (CIC) costs, Exequity analyzed 2010 proxy filings of 500 firms representing a wide cross section of industries and company sizes. Top five executives' CIC costs, with CEO values shown separately, are presented both as a percentage of year-end market cap, and in absolute dollar terms. This type of analysis enables firms to reach beyond a traditional comparison of CIC benefits based on an examination of each CIC program design feature, and understand how aggregate CIC costs for named executive officers compare to the market. Comparison of CIC costs to market cap largely neutralizes the impact of stock prices on the value of equity vesting acceleration, and therefore total CIC benefit values, thus leveling the playing field between companies with rising and falling stock prices. Relative costs and prevalence of 280G excise tax gross-up provisions were also collected and analyzed.
Download Study (PDF) 123 Pension & Benefits Daily, June 29, 2010. Ed Hauder is quoted in this article on the say-on-pay and Median Pay and Ratios provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (H.R. 4173).
Download Article (PDF) Robbi Fox and Ed Hauder will co-presented, Say on Pay (and Evaluating the Impact of Shareholder Advisory Groups, at Equilar's 2010 Executive Compensation Summit.
Download Presentation (PDF) In this Special Report, Ed Hauder of Exequity and Reid Pearson of The Altman Group examine the 38 equity plan proposals that failed out of approximately 2,200 total proposals put forward by Russell 3,000 companies from 2007 through 2009. The authors detail several lessons for companies to consider when requesting shares, the most significant of which are to ensure that both dilution and burn rate are not excessive.
The Special Report also looks at the success rates of RiskMetrics/ISS' against vote recommendations for equity plan proposals and finds that they vary, sometimes significantly, based on the industry group. Similarly, the percent of equity plan proposals that failed varies based on industry group. Companies that are considering requesting shareholders to approve additional shares for their equity compensation plans will have a better idea of the challenges they face after reading this Special Report. Download Report (PDF) As an update to our Quick-Take Study, Long-Term Incentive Trends: 2010 Vs. 2009 CEO Long-Term Incentive Opportunity, released in March, Exequity included CEO LTI awards from 2008 to identify trends in LTI opportunity over the last three years. Overall, we found that 2010 CEO LTI award levels have essentially returned to 2008 levels. At the median, total LTI value decreased slightly (-2%) from 2008 to 2010 relative to an equal decrease (-2%) in grant price. This study presents additional key findings, including LTI opportunity percent change by industry from 2008 to 2010, an updated 2009 vs. 2010 CEO LTI analysis by stock price change which includes companies granting LTI awards in March and April, and an updated in-the-money option analysis for 2008 and 2009 stock option awards.
Download Study (PDF) Jeff Hyman presented at the Manufacturers Alliance/MAPI Human Resources Council Meeting (May 2010) on Developments in Long-Term Incentives.
Chad Mitchell presented at The Conference Board's Council on Compensation II (April 28-30, 2010) on Executive Compensation: Risk Disclosure and Shareholder Concerns, which looked at these issues from the perspective of questions compensation committee chairs are asking.
Download Presentation (PDF) Robbi Fox presented Executive Compensation and the Current Regulatory Environment at the National Association of Wholesaler-Distributors (NAW) Billion Dollar Company CFO Roundtable (April 14, 2010).
This Client Alert provides an overview of the executive compensation and corporate governance provisions of two recent pieces of legislation that are the most relevant and possibly have the greatest chance of gaining traction, H.R. 4173, the Wall Street Reform and Corporate Protection Act of 2009, and Senator Dodd's Bill, the Restoring American Financial Stability Act of 2010. A table providing a detailed summary of the executive compensation and corporate governance provisions of these bills follows this Client Alert (Table 1). The Client Alert also discusses issues companies should consider if two provisions, say on pay and election of directors by majority vote, become law.
Download Client Alert (PDF) After a general industry decline in long-term incentive (LTI) opportunity from 2008 to 2009, Exequity analyzed insider filings (Form 4) for the CEOs from Fortune 500 companies to gauge the percent change in LTI opportunity from 2009 to 2010. Overall, our study found that median LTI opportunity increased 8% relative to a 36% stock price increase over the prior year.
This Study presents the key findings from the analysis, including percent change in LTI opportunity relative to three stock price categories (greater than 60% increase, less than 60% increase and greater than 20% increase, and less than 20% increase), percent change in LTI opportunity by industry, and an in-the-money option analysis for 2009 stock option awards. Download Study (PDF) This Client Alert looks at the three sets of updates to the Compliance and Disclosure Interpretations (C&DIs) that the SEC released on January 20, 2010, February 16, 2010 and March 1, 2010, which concern the new proxy disclosure rules and transitions to these rules.
Download Client Alert (PDF) The IRS recently released a Chief Counsel Memorandum that addresses the proper year in which a tax deduction can be taken related to an annual bonus. This Alert summarizes the guidance and lists some practical considerations for companies as they review how this guidance might impact them.
Download Client Alert (PDF) This Alert provides a summary of the final modifications to the Proxy Disclosure Rules adopted by the SEC on December 16, 2009. The new rules are effective February 28, 2010 and will impact proxy and information statements, Form 10-Ks, and Form 8-Ks filed on or after that date.
Download Client Alert (PDF) This Alert provides a summary of RiskMetrics 2010 Policy Updates. Among other changes, RiskMetrics is changing its methodology for determining stock price and volatility and has changed its burn rate table. RiskMetrics also provides some additional guidance in its Compensation FAQs and added additional requirements for companies that want to utilize the stock option carve-out exception.
Download Client Alert (PDF) |
![]() Categories
All
|