Archive February 2011

Say on Pay Frequency Recommendations for the Week of February 21, 2011

From Say-on-Pay.com:

The Say on Pay Frequency Tracking page has been updated to reflect proxies filed through February 26, 2011.

Even after 46 new SOP frequency recommendations this past week, the Triennial SWOP remains the frequency recommended by a majority of the companies that have filed their proxies so far, but the percentage of companies recommending an annual SOP vote frequency continue to increase (Annual SOP frequency has increased by 4.9 percentage points over the past three weeks, going from 28.5% (week of 1/24/11) to 33.4% (last week)).  Another company came out with a biennial SOP frequency recommendation. Finally, three companies this past week came forward with no recommendation on SOP frequency.

Notable companies that filed proxies last week and indicated their preference for say on pay vote frequency:

  • Annual: Ameren Corporation, DirecTV, Eaton Corporation, Genuine Parts Company, KB Home, Marathon Oil Corporation, The McGraw-Hill Companies, The Progressive Corporation, TCF Financial Corporation
  • Biennial: Brocade Communications Systems, Inc.,
  • Triennial: Waddell & Reed Financial, Willis Group Holdings Public Limited Company
  • No Recommendation: United Technologies Corporation

Here are the current stats:

  • Annual: 99 (33.4%)
  • Biennial: 16 (5.4%)
  • Triennial: 166 (56.1%)
  • No recommendation: 15 (5.1%)

Total companies tracked: 296

 

Say on Pay Vote Frequency Recommendations for Week of February 14, 2011

From Say-on-Pay.com

The Say on Pay Frequency Tracking page has been updated to reflect proxies filed through February 18, 2011.

Triennial SWOP remains the frequency recommended by a majority of the companies that have filed their proxies so far, the percentage of companies recommending an annual SOP vote frequency increased slightly (Annual SOP frequency has increased by 2.3 percentage points over the past three weeks, going from 28.5% (week of 1/24/11) to 30.8% (last week)). Most of the proxies filed this week again were preliminary proxies.  Another company came out with a biennial SOP frequency recommendation. Finally, no companies this past week came forward with no recommendation on SOP frequency.

Larger companies that filed proxies last week and indicated their preference for say on pay vote frequency:

  • Annual: The Sherwin-Williams Company, Lennar Corporation, Weyerhaeuser Company
  • Biennial: Canandaigua National Corporation
  • Triennial: McCormick & Company, Incorporated, Discover Financial Services

Here are the current stats:

  • Annual: 77 (30.8%)
  • Biennial: 15 (6.0%)
  • Triennial: 146 (58.4%)
  • No recommendation: 12 (4.8%)

Total companies tracked: 250

SEC Issues New Guidance on SOP, SWOP & Say on Golden Parachute Votes

From Say-on-Pay.com:

On February 11, 2011, the SEC issued some additional guidance in the form of Compliance and Disclosure Interpretations (C&DIs) on Say on Pay, Say When on Pay (SOP frequency), and Say on Golden Parachute votes:

Say on Pay Frequency Recommendations for Week of February 7, 2011

From Say-on-Pay.com

The Say on Pay Frequency Tracking page has been updated to reflect proxies filed through February 11, 2011.

While Triennial SWOP remains the frequency recommended by a majority of the companies that have filed their proxies so far, the percentage of companies recommending a triennial frequency slipped again this past week, while the percentage of companies recommending an annual SOP vote frequency again increased by a full percentage point (Annual SOP frequency has increased by two percentage points over the past two weeks, going from 28.5% (week of 1/24/11) to 30.5% (last week)). Most of the proxies filed this week were preliminary proxies. Given that the larger companies that came out with recommendations this past week tended to back an annual SOP vote frequency, I think we’re witnessing a shift in attitude towards the “acceptable” frequency recommendation in the wake of the Monsanto vote and more institutional shareholders coming out in favor of an annual frequency. One company came out with a biennial SOP frequency recommendation. Finally, no companies this past week came forward with no recommendation on SOP frequency.

Larger companies that filed proxies last week and indicated their preference for say on pay vote frequency:

  • Annual: Earthlink, Inc. and Fortune Brands, Inc.
  • Biennial: Schlumberger Limited
  • Triennial: ABM Industries, Inc., Allergan, Inc. and Sensata Technologies Holding N.V.

Here are the current stats:

  • Annual: 71 (30.5%)
  • Biennial: 14 (6.0%)
  • Triennial: 136 (58.4%)
  • No recommendation: 12 (5.2%)

Total companies tracked: 233