Apollo Taps ex-SEC Chief Clayton in Board Overhaul

By Reuters | Feb 18, 2021 | Read more

Partner Dan Laddin weighs in on Jay Clayton’s high compensation as lead independent director, noting that it is more akin to that of a non-executive chairman. Clayton is one of the most high profile additions to Apollo and reflects the firm’s recent effort to strengthen its corporate governance.

A Critical Look at Pandemic-Related Executive Compensation Changes

By Compliance Week | Feb 17, 2021 | Read more

Highlights from Principal Shaun Bisman and analyst Theo Allen’s analysis of select broad-market COVID-19 executive compensation actions and their corresponding commentary from ISS are summarized by Compliance Week. Among the key findings is ISS’s critical stance on special one-time awards, upward adjustments to payouts and reductions in performance-based long-term incentives. Bisman and Allen warn that it is imperative that companies have compelling rationales to support their decisions.

Special Awards Garner New Proxy Advisor Scrutiny

By Agenda | Feb 16, 2021 | Read more

Senior analyst Whitney Cook explains that ISS’s assessment of Covid-related changes is highly correlated to concern level. Examples from CAP’s recent analysis (by Principal Shaun Bisman and analyst Theo Allen) on ISS’s assessments since the revisions to its governance rating methodology further support the observation.

New Human Capital Disclosure Requirements

By Harvard Law School Forum | Feb 6, 2021 | Read more

Partner Margaret Engel’s memorandum on early human capital management disclosures is summarized by Harvard Law School Forum on Corporate Governance. Engels found that most disclosures to date depend heavily on a qualitative description of core values, programs and practices. In fact, very few companies are disclosing actual objectives and/or metrics used to manage the business.

What it Means to be Executive Chairman, and Why Legendary CEOs Choose This Position When They Step Down

By Business Insider | Feb 5, 2021 | Read more

Partner Susan Schroeder examines the growing trend for CEOs, especially from the boomer generation, to remain involved in decision making at the company through the role of executive chairman. She warns that this practice could hinder the new CEO from setting their own agendas and advises companies to limit the length of term of the executive chairman.

Aligning ManagementCompensation and Shareholder Earnings

By Family Business Magazine | Jan 31, 2021 | Read more

Partner Bertha Masuda discusses the difficulty boards of family businesses have in finding the proper balance between management and compensation shareholder earnings. She presents four main questions to help evaluate the alignment between the performance measures and goals of the management compensation program and the objectives of family shareholders.

Pay Ratio Rears Its Head Once More

By Center on Executive Compensation | Jan 30, 2021 | Read more

CAP’s latest article on pay ratio considerations in the context of COVID-19 is summarized by the Center On Executive Compensation. If a company experiences a material change in employee population or compensation arrangements, it must recalculate its pay ratio. To this end, CAP urges these companies to be especially mindful of how furloughed employees, determination date and supplemental ratios factor into the disclosure.

COVID-19 Disclosures Pouring In as Proxy Season Begins

By Center on Executive Compensation | Jan 23, 2021 | Read more

The Center On Executive Compensation recommends CAP’s tracker of company responses to COVID-19 to monitor how disruptions impacted compensation and human capital programs.