In The News

Agenda, April 13, 2018

Alternative Pay Ratios Rare
Companies are shying away from a pay ratio option that could lessen the blow of a big number. Just 10.3% of companies have opted to include an alternative pay ratio in their proxy statements this year.

Companies that include the alternate information are likely not targeting investors with the additional disclosure, especially since proxy advisors and large investors have said they don’t plan to use the disclosures for proxy voting this year. They are more likely coming into play as additional context for communications with other stakeholders, such as employees or the media.

Relatively few companies are using cost of living adjustments (COLAs) or statistical sampling to identify their median employee, according to research by Main Data Group into ratios filed as of April 10. Only 1% have disclosed ratios using COLAs, while only 3% used statistical sampling to identify their median employee.

Agenda, April 9, 2018

Three Lessons From Early Pay Ratios

As companies continue to disclose the ratio of their median worker’s pay to their CEO’s pay, experts are noting that the added flexibility the SEC has allowed companies to employ in their calculations is making the ratios even more unique to each company.

While compensation experts have said all along that the pay ratios would be difficult to compare across industries or business structures, the stark differences so far between companies in the same industries have prompted investors and other groups to raise their eyebrows about median pay calculations and the terse explanations companies have provided along with their pay ratios.

A Main Data Group report on the first 500 pay ratios filed shows that base pay is by far the most common element in companies’ consistently applied compensation measure (CACM). While 90% of the disclosures reported using base pay in the calculation, 55% also included bonus or incentive pay, while 21% also included overtime. Some 18% included equity grants.

Agenda November 27, 2017

Cutting Pay Complexity by Bucking the Performance Share Trend

Several U.K. companies are slashing long-term incentive plans and replacing them with grants of restricted stock with long vesting periods.

Proponents of the shift say it would tamp down swelling executive comp packages while also cutting complexity and focusing CEOs and other executives on the long term. Opponents warn that the move away from performance-based pay would cause misalignment between the interests of shareholders and executives.

The changes could appeal to companies in the U.S. that are concerned about the complexity of LTIPs, and RSUs with longer holding periods and extended vesting are already being used heavily in the broader technology and life sciences industries.

Research by Main Data Group, shows that 4% of companies in the Main Data Group database granted only time-based restricted stock to NEOs during fiscal year 2016, while 7% of companies with more than $20 billion in revenues averaged 100% restricted stock to NEOs over the past three years. These companies include Alphabet, Altria Group, Amazon, AstraZeneca, ExxonMobil, Facebook and Sears.

Additionally, roughly 15% of companies with revenues over $20 billion made no performance-based grants to NEOs over the past three years.