Say on Pay

General News

General NewsZoom inCurrent report

The latest news, articles and reports on Say on Pay, including insights from Semler Brossy experts on trends and lessons learned from Say on Pay results.

Vote of the Week: Yahoo!

In our “Vote of the Week,” we discuss Yahoo! which received 94% vote support in 2013 after receiving 50% and 69% support in 2012 and 2011. The successful year over year turnaround is attributable to improved company performance, elimination of the 50% minimum funding level for annual incentives and 2012 equity awards that require performance in order for executives to realize value. Read more

Shareholders Give Banks a Thumbs-Up on Pay

Bank directors can take heart from the results of say-on-pay votes during the past three years. Since the 2010 Dodd Frank Act gave shareholders of public companies the right to an advisory vote on executive compensation practices, banks have, on average, slightly outperformed all other companies in affirmative votes. Read more

Report update: Two addl. companies fail

We collected results for 77 more companies this week, bringing our total to 1,872 for the season. This week, we found two more companies that failed Say on Pay, bringing our total to 43 (Abercrombie & Fitch and Morgans Hotel Group). Year-over-year, results have improved ~1%; companies that failed in 2012 have received significantly more support in 2013 (on average, +40%). Read more

Vote of the Week: Chesapeake Energy

In our “Vote of the Week,” we discuss Chesapeake Energy which received 84% vote support in 2013 after receiving 20% support in 2012. The successful year over year turnaround is attributable to the addition of eight independent directors, a retooled formulaic annual incentive plan and the implementation of "best practice" governance policies. Read more

Report update: Four addl. companies fail

We collected results for 120 more companies this week, bringing our total to 1,795 for the season. This week, we found four more companies that failed Say on Pay, bringing our total to 41 (Discovery Laboratories, Sonus Networks, Spansion and Vocus). Year-over-year, results have improved ~1%; companies that failed in 2012 have received significantly more support in 2013 (on average, +40%). Read more

Vote of the Week: Hecla Mining

In our “Vote of the Week,” we discuss Hecla Mining which received 56% vote support in 2013 after receiving above 85% support in each of the prior two years. We had initially reported that Hecla failed in 2013 as the company received 49% vote support at its annual meeting on May 15th. However, Hecla took the uncommon step of adjourning the portion of the meeting pertaining to the Say on Pay vote until June 14th at which time additional voters and others who changed their mind swung the vote to a passing level. This is the first occurrence of a company adjourning their Say on Pay vote to a later date that we are aware of. We will monitor the impact, if any, this action has on other companies and their SOP voting procedures. Read more

Report update: Nine addl. companies fail

We collected results for 136 more companies this week, bringing our total to 1,675 for the season. This week, we found nine more companies that failed Say on Pay, bringing our total to 38 (Big Lots, Consolidated Water Company, East West Bancorp, FTI Consulting, LifePoint Hospitals, Nabors Industries, OpenTable, The Children’s Place Retail Stores, and Tutor Perini). Two companies, Nabors Industries and Tutor Perini, also failed in 2011 and 2012 (joining Kilroy Realty as companies that have failed three consecutive years). Year-over-year, results have improved ~1%; companies that failed in 2012 have received significantly more support in 2013 (on average, +40%). Read more

Vote of the Week: Nabors Industries and Tutor Perini

In our “Vote of the Week,” we discuss Nabors Industries and Tutor Perini. Both companies have failed each of the past three years with Nabors receiving 36% support in 2013, 25% in 2012 and 43% in 2011 and Tutor Perini receiving 38% support in 2013 and 2012 and 49% in 2011. We identified both companies due to commonalities surrounding low support including: high CEO compensation combined with poor TSR performance and declining net income and incomplete responses to address prior and current years’ shareholder concerns. In parallel with the failed Say on Pay votes, two directors at Nabors and one at Tutor Perini were not re-elected in 2013. Read more