2019.08.14 Director Compensation Study - and Warning. Tucked within superb survey data about board service and pay practices, this excerpt from a Pearl Meyer's report makes the following observation that should be a clarion call for U.S. public and private boards: While most survey respondents are not currently concerned by the increased external scrutiny on NED [non-employee director] pay, this will likely change over time, especially as Institutional Shareholder Services (ISS) begins to target high pay “outliers.” In a nutshell, corporate boards have a fast-disappearing window period within which to position to avoid shareholder derivative litigation aimed at their non-employee director pay processes and pay structures. See Director Compensation (Home) and Director Compensation Litigation for further discussion.
2019.05.06 Director Compensation - ISS Data and Commentary. This Harvard Governance Blog shares excellent analytics published by Institutional Shareholder Services. Corporate boards would be smart to pay attention because their own compensation continues to present the #1 risk of shareholder derivative litigation alleging excessive director compensation.
2019.01.22 ClearBridge 100 Report. This 24-page report provides excellent data about different elements of director compensation, as well as plan terms -- and insights such as the following quoted from the report:
2016.11 Frederic W. Cook's 2016 Director Compensation Report. Here are a few excerpts from this report, which is filled with rich data and sound insights:
2016.11 Equilar Survey: Fees for Special Board Committees. PDF is here.
2016.10.17 Equilar Survey: Shareholder-approved Plan Limits Becoming More Common. In this blog, Eqular reports as follows:
2016.03.28 "Annual limits for director stock awards gaining steam" is the title for this WIllisTowersWatson bulletin, which includes findings such as the following: 3% of Fortune 500 companies have received shareholder approval for a total pay limit, with those limits ranging from $200,000 to $2M, and with 28% of Fortune 500 stock plans including a dollar or number limit on awards to directors.
2015.Aug.27 Shareholder Approval for Director Award Limits. Here is an excerpt from this Towers Watson survey of director compensation:
2015.Jan.13 Trends in Director Compensation 2015 . . . Pay Governance Report
Here is the summary of Pay Governance's report, copied from this Harvard Law Governance Blog:
Summary and Key Findings
2015.Jan.13 Director Compensation 2015 . . . Mercer and FW Cook Surveys
"Longstanding trends continued in 2013" according to a Mercer survey reporting that director compensation increased by 5% in 2013, driven by increased retainers and equity awards (and balanced by reduced committee meeting fees). Released in Oct. 2014, Frederic W. Cook's comprehensive 2014 Director Compensation Survey reports similar results, and observes that --
2013.Sept.30 2012 Survey Results. Here are conclusions quoted from an announcement by Steven Hall Partners about its survey of director compensation for 2012:
2013.Sept.14 Top 200 Companies - survey from Steven Hall Partners. Here are two highlights: (1) the mix of cash and equity remained almost the same -- 55% to 45% -- from 2007 to 2012; and (2) for the same interval, the shift toward full value awards increased from 68% to 88% of all awards.
2013.Aug.15 Top 250 Companies - survey from Meridian Compensation Partners shows 4% increase in compensation over the last year, with a 2% increase in cash and an 8% increase in equity awards.
2013.July.18 Survey Results for 2012 - from Steven Hall Partners (generally showing 4-5% increases from 2011, and 14-15% increases from 2007).
2013.Feb.28 Director Compensation - From Surveys to Shareholder Approval
The Conference Board's posting on the Harvard Governance blog prefaces its list of major findings with the following: "The Conference Board, NASDAQ OMX and NYSE Euronext jointly released the 2013 edition of Director Compensation and Board Practices, a benchmarking study with more than 150 corporate governance data points searchable by company size (measurable by revenue and asset value) and 20 industrial sectors." The study identifies many points of divergence between the practices of large and small companies. While the Conference Board report does not focus on how directors compensate themselves, corporate directors should . . . continued at Director Compensation.
2012.Nov.15 Director Stock Compensation: Three New Studies Reveal Trends -- This blog provides highlights of survey data published by Towers Watson, Frederic Cook, and Mercer, with the general consensus indication that boards are continuing to shift more of their compensation -
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