ISS and Glass Lewis 2025 Policy Guideline Updates

By Directors & Boards | Jan 14, 2025 | Read more

Partner Shaun Bisman was featured in Directors & Boards’ Q&A on ISS and Glass Lewis 2025 Policy Updates discussing key executive compensation policy changes. Shaun highlighted key policy updates relating to changes to performance-based awards, pay-for-performance evaluations, and equity pay mix considerations. He also discussed implications for boards as there is increased scrutiny on pay transparency, performance alignment, and proactive communication with shareholders. Lastly, Shaun covered best practices, emphasizing rigorous goal-setting, clear rationale for pay decisions, and robust disclosure in CD&As to meet evolving investor expectations.

Shareholder Support for RayJay Comp Drops

By Ignites | Jan 9, 2025 | Read more

Partner Shaun Bisman was quoted in an Ignites article discussing the ~10% decline in Say on Pay support at Raymond James (from 92% to 83%). In the article, Shaun discusses that the decline likely indicates that the special award, granted after the fiscal year, was not visible to investors during the 2023 voting cycle or was deferred to 2024, the say-on-pay year following the special award. He also discusses the typical response / approach from companies when Say on Pay support falls below 80% (e.g., extensive shareholder outreach program and consider making changes to their programs based on shareholder feedback).

Character of the Corporation 2024: CEO Compensation and the Workforce at Large

By Directors & Boards | Jan 2, 2025 | Read more

Founding Partner Melissa Burek was featured in Directors & Boards’ article discussing CEO compensation and the Workforce at large after attending the “2024 Character of the Corporation”. Melissa emphasized aligning pay with company success drivers, shareholder value, and transparent communication with stakeholders. Her insights highlighted the importance of thoughtful, balanced compensation strategies.

The Pay & Proxy Podcast: 2025 Proxy Advisor Policy Updates

By Compensation Standards | Dec 24, 2024 | Read more

Partner Shaun Bisman was a guest on the Pay and Proxy Podcast (compensationstandards.com) where he discussed the following topics: 1) Executive compensation-related updates to Glass Lewis’s 2025 Voting Policy Guidelines; 2) ISS’s 2024 FAQ updates regarding the presentation of realizable pay, evaluation of program metrics and changes to in-process pay programs; 3) ISS’s new FAQ on performance-vesting equity disclosure; 4) Potential changes to ISS’s Benchmark Voting Policies for 2026 relating to the treatment of time-vesting equity awards; 5) Practical implications and action items for compensation committees.

CEO Pay, Investor Support Rise in Unison

By Agenda | Dec 10, 2024 | Read more

Partner Shaun Bisman was quoted in Agenda discussing CEO Pay and Investor Support. In the article, Shaun discusses how companies that have made “atypical” moves in pay programs (e.g., adjusting payouts, issuing retention awards or changing vesting conditions for unvested awards at a termination) should always disclose strong rationales behind those decisions. Alignment, and communication around that alignment, is very important to shareholders. Shaun also mentions how companies will continue to focus on ESG/diversity but will be “rebranding” these metrics in light of political backlash.

Glass Lewis Pinpoints Say-on-Pay No-Go in New Policies

By Agenda | Nov 22, 2024 | Read more

Partner Shaun Bisman was quoted in Agenda’s lead newsletter article discussing Glass Lewis guidelines. In the article, Shaun discusses how Glass Lewis can be relatively opaque in its guidelines compared to ISS, but that Glass Lewis does stress in its latest set of policies that it will be on the lookout for problematic pay practices such as high severance payouts, problematic contractual payments, discretionary bonuses and other practices. Shaun also discussed the update to their (Glass Lewis) change-in-control policies.

ISS Policy Survey Results: Investors Still Like Performance-Based Awards

By Compensation Standards | Oct 16, 2024 | Read more

Partner Shaun Bisman and Analyst Rebecca Friday’s recent CAP Alert “ISS Publishes 2024 Global Benchmark Policy Survey Results” was mentioned in a blog post discussing the topic on CompensationStandards.com.

The Pay & Proxy Podcast: Director Compensation Trends Among the Largest US Companies

By Compensation Standards | Oct 2, 2024 | Read more

Partners Dan Laddin and Matt Vnuk appeared on CompensationStandards.com’s The Pay & Proxy Podcast to discuss CAP’s recent Director Pay Research study “Director Compensation: Steady State is Current State”.