Coming up on Wednesday, November 13th is the next episode in our “Comp Talks” series, during which Cooley’s Scott McCall and Pete Adams – with Ali Murata moderating – will discuss recent developments in mega grant equity compensation awards given to controlling shareholder executives – and the corporate governance matters that have arisen and continue to arise as a result. Register now. Here are four …
ISS Issues FAQ on Meaning of ‘Robust’ Clawback Policy
Here’s an excerpt from this Cooley Alert by Ali Murata, Barbara Mirza, Michael Bergmann, and Janice Chan about new FAQ 46 of ISS’ Executive Compensation FAQs: “In short, the new FAQ specifies that a clawback policy will not be viewed as “robust” for purposes of ISS’ Executive Compensation Analysis unless it extends beyond Dodd-Frank requirements and applies to all time-vesting awards as well as performance-vesting …
ISS Benchmark Survey Results Highlight P4P Misalignment Policy
Last week, ISS issued a press release about the results of its latest benchmark survey (here’s the 22-page summary of the results). Nothing earth-shattering this year. We should see this year’s policy updates from ISS next month. Probably the most interesting result from the survey relates to the ratio of performance-based to time-based equity awards in the event of a quantitative pay-for-performance (P4P) misalignment. ISS’ …
Compensation Issues in M&A: Practice Pointers
Coming up on Wednesday, October 9th is the next episode in our Comp Talks series, during which Cooley’s Rama Padmanabhan and Michael Bergmann – with Ali Murata moderating – will discuss the recent trends, special issues and considerations relating to executive compensation and employee benefits in the context of mergers, acquisitions and similar transformative corporate events. Register now. Here are four practice pointers from Ali …