north america Articles

ISS Clarifies 2019 Compensation Policy Updates

Similar to prior years, ISS has provided clarification regarding several of its compensation-related policies through a supplemental FAQ document. The FAQs address several important compensation policies, which we summarize in this alert.

Mandatory Post-Vest Holding Periods on ESPPs

Despite potential drawbacks, some companies have expressed an interest in adopting mandatory holding periods for their employee stock purchase plan because it gives them the ability to apply a discount for illiquidity to the fair value of the ESPP. We explain how to estimate the fair value for an ESPP with a mandatory holding period.

How to Save Money on Your ESPP

Employee Stock Purchase Plans are gaining in popularity, however, the valuation techniques used to derive accounting fair values can be complex and often misunderstood. Fortunately, with a better understanding of the valuation mechanics, there are ways to more accurately value ESPPs that also reduce the expense. 

What We Learned from CEO Pay Ratio Exemptions

The CEO pay ratio rule allows three types of employee exemptions from calculating the pay of the median employee. With the first year of disclosures mostly behind us, we take a close look at how these exemptions were used and whether they proved beneficial for companies.

Equal Pay Laws Shine Light on Difficulty of Defining “Equal”

The principles around gender pay equity sound basic: men and women should receive the same amount of pay for equal or similar work. However, when examining the California Fair Pay Act— one of many pieces of equal pay legislation that has swept the globe— it turns out that the implementation of this idea is anything but simple.

Determining the Fair Value of Your ESPP

Companies’ Employee Stock Purchase Plans can have myriad structures and features. The fair value of an ESPP depends on both the structure of the plan and the economic assumptions used in the valuation model. We explain how to get started calculating the fair value of your ESPP.

ISS, Glass Lewis Issue 2019 Policy Updates with Focus on Pay-for-Performance and Diversity

ISS' newly released draft policy updates for 2019 would swap GAAP metrics for EVA and adopt a voting standard around board diversity. Glass Lewis’ final policies are extensive in both compensation and corporate governance topics. We explain what the updates entail. 

How Long-Term Performance Plan Metrics Are Evolving in the Technology Sector

The elimination of 162(m) in the tax bill provides an opening for a new era in long-term incentive metrics. We analyze the direction incentive metrics are headed and what companies in different technology industries should think about with an eye toward the future.

A Checklist for Fall Compensation Planning

At most companies, Fall is the start of compensation planning season. To help you prepare, Radford has developed a quick checklist for keeping your pay programs up to date.
 

SEC Takes Closer Look at Conflicts of Interest at Proxy Advisory Firms

The SEC has ramped up its scrutiny of proxy advisory firms when, earlier this month, the agency made the unusual decision to rescind the findings from two No Action Letters that were issued by SEC staff in 2004. The letters asserted that investment advisers could rely on proxy advisory firms’ maintenance of policies and procedures to alleviate potential conflicts of interest. We explain the potential implications of the latest action for the corporate governance community.
 

What to Consider When Calculating Your CEO Pay Ratio in Year 2

Deciding whether to re-identify your median employee is a key question going into the second year of CEO pay ratio disclosures. We explain when the SEC requires companies to re-identify the median employee and the circumstances under which it’s not required but a good idea.

IRS Releases Guidance Concerning Changes to Section 162(m) of the Internal Revenue Code

New guidance from the IRS on the tax bill’s treatment of 162(m) delves into the identification of covered employees, operation of the grandfather rule and modification of a written contract. Our new alert goes into detail on the application of these changes.
 

Technical Jobs Continue to Command Hefty Pay Premiums; Here’s How Companies Can Prepare

Base salary premiums for technical vs. non-technical jobs, for both professional individual contributor and management roles, continue to climb at technology companies across the United States. However, the rate of change is uneven, which means companies must pay close attention to the market. Our article highlights where the market is moving fastest and what companies can do about it.
 

ISS Policy Survey Hints at Changes to Pay-For-Performance, Director Pay and More

From gender diversity on boards to quantitative pay-for-performance screens and “excessive” director pay, ISS is considering 10 potential policy changes for 2019. We explain what each policy up for consideration entails and how likely it is to be changed.  
 

Is It Time for Your Compensation Philosophy to Evolve? We Think So.

As issues like gender pay equity and pay transparency grow in prominence, a number of companies are beginning to rethink how they describe their approach to setting pay. In our view, these new forces will eventually compel companies to rethink and rewrite their compensation philosophies. 

Lessons from the 2018 Proxy Season for Say-on-Pay and Equity Plan Votes

The 2018 proxy season saw a drop in proxy advisor and shareholder support for Say-on-Pay and an increase in non-proxy advisor compliant equity share plans. We explain the factors behind proxy season trends and what those involved in executive compensation can do to prepare in the off season.

SEC Enforcement Action on Perks Disclosure Reminds Issuers to Be Mindful of the Standard

The SEC’s recent enforcement action against a large, US-based company for failure to properly disclosed executive perquisites is a good reminder to all issuers of the circumstances under which detailed disclosure is required.
 

To Compete for Talent, European Life Sciences Firms Burn More Equity Once Listed in the US

Life sciences companies headquartered in Europe have long used less equity compensation than their US peers. However, as more European companies list on US stock exchanges, and at earlier stages in their development cycles, a middle ground is emerging. In this article, we explore how US-listed European biopharma companies may encourage increased overhang and burn rates in Europe.
 

SEC Expands Scope of Companies that Qualify for Reduced Compensation Disclosure

The SEC recently amended its definition of smaller reporting companies (SRCs), which could pave the way for nearly a thousand additional companies to take advantage of reduced compensation disclosure requirements. However, it may not be wise for every qualified company to scale back their disclosures, particularly if they have active investors who have expressed concerns via Say-on-Pay votes in the past.

Executive Compensation Summer Checklist: Take Steps Now to Prepare for Your Year-End

Are you looking for some ways to reduce the stress of your next executive compensation planning cycle? Follow our summertime executive compensation checklist to discover three important tasks you can take care of now to make your Q3 and Q4 far less hectic.

CEO Pay Ratios Are In. Here’s What We’ve Learned So Far.

The first year of CEO pay ratio disclosures are in for most public companies. Our latest article includes several key findings for the technology and life sciences sectors that will be helpful as companies think about how this new data could be used by stakeholders in the future.
 

Thinking Beyond Compensation: Effective Talent Strategies that Won’t Cost You Much

We recently met with 200-plus HR and compensation leaders in Silicon Valley to discuss the difficulties of hiring and retention in today’s fierce talent environment. As everyone in the room agreed, paying top dollar helps, but there are many other ways to become a top-talent destination without breaking the bank. In this article, we present some successful non-monetary strategies companies can adopt right now to strengthen their employee value proposition.

Today's Top-5 "Hot Skills" at Technology Companies

In today’s super-charged job market, technology companies are engaged in a frantic battle to attract and retain people who possess game-changing skills. And while a large number of companies still don’t believe in paying special premiums for these “hot skills”, among those that do, the five hot skills listed in this article currently command the largest base salary premiums.

Today's Top-5 "Hot Skills" at Life Sciences Companies

With a shortage of workers possessing very specialized clinical and business infrastructure skills, life sciences companies often struggle to attract and retain this evasive talent. But when someone possessing these rare “hot skills” is found, companies often find themselves paying a large base salary premium to acquire them. Here, we go over the top five skills that fit in this category. 

Five Trends in Severance and Change-in-Control Practices at US Life Sciences Firms

While a majority of life sciences companies have change-in-control and not-for-cause severance policies, the prevalence of plans fell from 2014 to 2017, a surprising result in our latest special survey. Meanwhile, diversity in plan design increased, giving business leaders plenty of new ideas to consider.

Six Trends in Severance and Change-in-Control Practices at US Technology Companies

Our new survey of severance and CIC practices at US technology companies reveals an increase in companies with polices, but there is still wide variation in how plans are designed.

A Well-Oiled Machine: What High-Performing Companies Are Doing That You’re Not

According to new research from Radford, high-performing US technology companies share many of the same talent and rewards practices. In the November issue of WorldatWork’s Workspan magazine, our team shared insights on key traits companies of all sizes and with all manner of compensation budgets can learn from.

Three Big Questions to Ask Yourself When Benchmarking Pay at Life Sciences Companies

After meeting with HR leaders across the US life sciences sector, three big compensation benchmarking questions emerged as themes. When should we use specific vs. generic scientific jobs? When should we pay premiums for advanced degrees? And how much do geographic differentials matter these days? Our latest article explores each of these questions in data-driven detail.

The Newly Revised US Tax Code Will Influence Executive and Employee Pay, but How Much?

In addition to changes in corporate and personal income tax levels, the revised US tax code is likely to influence the design of incentive compensation for executives and employees in the years ahead. Our client alert focuses on the provisions of the bill most likely to influence plan design and provides recommendations on actions companies should consider taking now.

New Delaware Supreme Court Decision Could Recalibrate How Directors Approach Their Pay

A new court ruling could make it harder for companies to dismiss lawsuits alleging excessive director pay. In our client alert, we explain the case and provide guidance for avoiding potential litigation down the road.

 

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