The rules are changing for Proxy Voting Advice Businesses (PVAB), with approval by the SEC of new guidelines. The SEC’s final rule statement (published July 22, 2020) explains, “The Securities and Exchange Commission (“Commission”) is adopting amendments to its rules governing proxy solicitations so that investors who use proxy voting advice receive more transparent, accurate, and complete information on which to make their voting decisions, without imposing undue costs or delays that could adversely affect the timely provision of proxy voting advice.
Attorney Mike Melbinger, author of the Executive Compensation Blog, says he is officially putting away his crystal ball when it comes to predicting (or second guessing) the timing of actions by the Securities and Exchange Commission. Nevertheless, he does point out that select issues are on the SEC’s radar, including specific executive compensation issues, such as the recovery of erroneously awarded compensation.
Attorney Mike Melbinger, Partner in Winston & Strawn’s Chicago office, brings perspective to this ICS/ISS illustration model of how a sample company might choose to adjust annual goals for incentivizing executives. As Mike points out this topic, “will affect nearly every company in corporate America”.
Although the economy has shown positive signs, (such as the May jobs report) indicating recovery is underway, no one is exhaling yet. Among the many issues that organizations are managing with prudence and often uncertainty, is how best to handle company stock ownership policies in the face of atypical stock price fluctuations.
Mandated ESG Disclosure (Environmental, Social, Governance*) by publicly held companies moves closer to reality. The Investor-as-Owner Subcommittee of the U.S. Securities and Exchange Commission’s Investor Advisory Committee’s has voted 14-4 to approve a recommendation that urges the SEC to update the reporting requirements for public companies to include material, decision-useful environmental, social, and governance (ESG) factors. The form the mandate …
COVID-19 has painted a crystal-clear picture of the critical value of human capital. And with this heightened awareness comes an accelerated pace for new human capital governance. But even before the global pandemic abruptly redefined just about everything, Attorney Mike Melbinger, a partner in the Chicago offices of Winston & Strawn, and others were already taking note of the developing sentiment that matters of human capital management should rest squarely on the shoulders of Compensation Committees.
Today we’re sharing Part 2 of an article written by Mike Melbinger on the timely and challenging matter of stock option repricing. Mike is a Partner in the Chicago Office of Winston & Strawn LLP. His law practice focuses exclusively on executive compensation and employee retirement benefit issues. Use this link to catch up, if you missed Part 1 yesterday of “Stock Option Repricing: When You Are Underwater.”
Stock option repricing is a complex and typically problematic topic. Attorney Mike Melbinger has provided us his insights on the matter. Deferred Compensation News is sharing Mike’s comments here in a two-part series. Read Part 1 featured below along with Mike’s follow up, published here tomorrow.
Earlier this week, Institutional Shareholder Services Inc ISS issued policy guidance regarding the impact of the COVID-19 pandemic on aspects of employee and executive compensation. ISS is a proxy advisory firm that provides data, analytics, and insights to companies and investors.
Attorney Mike Melbinger always brings us informative insights. Deferred Compensation News is pleased to share Mike’s recent post on the topic of foregone compensation and related reporting requirements. This information was first published on the Executive Compensation Blog on March 31, 2020.