general Articles

Mandatory Post-Vest Holding Requirements: A New Approach for Mitigating Your Company’s Equity Compensation Expense

Companies often adopt mandatory post-vest holding requirements to achieve governance benefits, including the creation of a pathway for executives to meet ownership guidelines. However, holding periods, when designed to meet accounting standards, have significant potential to deliver valuation savings.

The Many Governance Benefits of Mandatory Post-Vest Holding Requirements

Although ownership guidelines and holding periods are increasingly common, few companies understand and take advantage of the full breadth of governance benefits associated with holding requirements. From building an ownership culture to enforcing clawbacks, there's more than meets the eye.

Maximize Your Investment in Equity Compensation and be a Good Corporate Citizen at the Same Time

Mandatory post-vest holding requirements are a rare find; they allow companies to maximize their investment in equity compensation while being a good corporate citizen at the same time. From numerous governance benefits to reduced accounting costs, holding periods are worth the investment.

Disclosure Requirements for Relative TSR Plans: SEC Requirements for Form 10-K and Form 4 Filings

As the popularity of performance-based equity awards with relative TSR metrics surges, regulators, shareholders and proxy advisors are sure to pay closer and closer attention to plan disclosures. This article examines key disclosure requirements.

Percentile Rank: A Big Problem for Relative TSR Plans with Small Peer Groups

There's more than one way to calculate percentile rank, and the methodology choices you make could have a big impact on the results of your next performance-based equity grant with relative TSR metrics. Read this article to find out why.

Avoiding Relative TSR Plan Design Oversights

Performance-based equity awards with relative TSR metrics have a simple mission: to align managing-pay and performance. However, that doesn't mean the plans themselves are simple. This articles explores common design oversights and creative fixes.

Your Indexed Relative TSR Plan Just Got More Complex

Pop quiz: How many stocks are included in the S&P 500? How about the NASDAQ 100? It might seem obvious at first, but as of Wednesday, April 2, 2014, the answers are 501 and 101 respectively. As a result, life just got slightly more complex for everyone using performance equity awards with an indexed relative total shareholder return metric. Read our Expert Insight to learn why.

EITF Issue 13-D Explained

Seeking to address gray areas in the expensing of performance awards, the Financial Accounting Standard Board's ("FASB") Emerging Issues Task Force ("EITF") issued new guidance on March 13, 2014 covering situations where a performance target can be achieved after an employee provides the requisite service. The new ruling should simplify US GAAP expensing, but remains at odds with commentary from IFRS on the same topic.

ISS Releases Updated Industry Burn Rate Cap Tables for 2014

Institutional Shareholder Services (ISS) recently released an updated set of industry burn rate caps for 2014. The new caps, effective for shareholder meetings on or after February 1, cover both Russell 3000 and non-Russell 3000 companies in all industries.

SEC Publishes Proposed Rules for the Implementation of CEO to Worker Pay Ratio

On September 18, 2013, the SEC Commission voted, by a 3 to 2 margin, to move forward with proposed rules governing the disclosure of CEO to worker pay ratios under the Dodd-Frank Act. The proposed rules now enter a public comment period, and move companies much closer to potential disclosures in this area.

2013 Say-on-Pay Results and Trends for the US Life Sciences Sector

Radford's compensation consulting team examines 2013 Say-on-Pay voting results for US life sciences sector companies, including overall proposal passage rates, the impact of negative recommendations from ISS, and results by sub-industry.

Institutional Shareholder Services (ISS) Announces Potential Changes to its Management Say-on-Pay Policies for 2013

Instititutional Shareholder Services (ISS) has announced several potential changes to its US policies governing recommendations for Management Say-on-Pay proposals. The new policies, if implemented, could serve to significantly alter future testing outcomes under the CEO pay-for-performance assessment system introduced by ISS last year.

Nasdaq Releases Proposed Listing Standards to Implement New Independence Requirements Under SEC Rule 10C-1

In response to the SEC's publication of final regulations governing Compensation Committee and compensation adviser independence, the Nasdaq market published proposed listing requirements to address the new SEC rules. With proposed requirements now available, companies can move one step closer to implementing their own independence policies.

NYSE Releases Proposed Listing Standards to Implement New Independence Requirements Under SEC Rule 10C-1

In response to the SEC's publication of final regulations governing Compensation Committee and compensation adviser independence, the NYSE market published proposed listing requirements to address the new SEC rules. With proposed requirements now available, companies can move one step closer to implementing their own independence policies.

Assessing the Impact of New SEC Standards for Compensation Committee and Adviser Independence

At the end of June, the SEC released final rules under Section 952 of the Dodd-Frank Act pertaining to Compensation Committee and compensation adviser independence. These new standards will govern the means by which Boards maintain Committee member independence, manage potential conflicts of interests and assess the impartiality of key advisers.

Unlocking ISS' Quantitative Approach for Assessing the Alignment of CEO Pay and Performance

On the heels of making voting policy changes for 2012, Institutional Shareholder Services (ISS) also announced significant updates to its process for assessing the alignment of CEO pay and performance. Having reviewed the changes, Radford Consulting shares its view on how the tests are built and how they can be modeled.

ISS Releases Updated Industry Burn Rate Cap Tables for 2012

Instituional Shareholder Services (ISS) recently released an updated set of industry burn rate caps for 2012. The new caps, effective for shareholder meetings on or after February 1, cover both Russell 3000 and non-Russell 3000 companies in all industries.

 

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