At one time, being a member of the board of directors of an S&P 500 company might have meant attending a few meetings a year, having some meals at the company’s expense, and scoring a nice stipend. Those days are probably over for most publicly traded U.S. companies as demands for board oversight have been…
Caterpillar Inc.’s CAT 0.35% chief executive Jim Umpleby has been named chairman of the machinery giant’s board as well, cementing his leadership nearly two year into his tenure. The move reverses Caterpillar’s decision to split the CEO and chairman positions last year. Corporate governance experts say that having a separate chief executive and board leader can improve oversight and…
Hackers hack weakness. They are efficient at finding it and work relentlessly to exploit it. Now, new moves by the SEC are raising questions about whether the regulator is taking the right steps to protect America’s capital markets and investors. Warren Buffett recently declared at the 2018 Berkshire Hathaway annual meeting that cyber risk “is uncharted territory. It’s going to…
Say-on-pay votes remain a critical way for shareholders to express discontent with executive compensation packages. But they also act as a barometer for shareholder dissatisfaction with the board. Gauging how investors might vote on say on pay ahead of the company’s annual meeting can help avoid an embarrassing or contentious director reelection vote or other…
The #MeToo movement has led directors to take a harder look at internal policies around harassment, including whether they need the ability to claw back the pay of an executive who is entangled in a sexual misconduct scandal. Indeed, boards wield an incredibly important sword in clawbacks, and it can protect directors if a matter…
Once an unusual occurrence, CEOs’ stepping down to take board or executive chair positions while new, typically first-time CEO replacements get their bearings has become routine in recent years. In an orderly internal transition, the move is thought to signal stability to customers, key clients, employees and investors, and often lasts about one or two…
Missing one regular in-person board meeting and two telephone audit committee meetings was enough to drive Eric Rose’s attendance on the Abiomed board down to 70%. Prior to 2018, Rose, a heart surgeon and researcher, had attended all board and audit committee meetings since he joined the board in 2014. However, his difficult 2018 schedule and lackluster attendance…
At many companies, the biggest raises in the C-suite this year didn’t go to those who hold the chief executive title. New research from several compensation advisories shows that pay raises among named executive officers in the Russell 3000 this past year outpaced those of CEOs. On one hand, the pay bumps for non-CEOs could show that…
Les Moonves, the former CEO of CBS who was ousted last month over multiple accusations of sexual harassment, turned out to be the fifth highest paid CEO in the U.S. in 2017, according to the latest review of CEO salary data by nonprofit research group Conference Board in partnership with Gallagher and MyLogIQ. Moonves, 68, earned $69.3…
Stock awards have become a key compensation vehicle used by boards in their efforts to better align pay and performance for the long term, almost entirely replacing stock options. It is one of the main findings from a new report, CEO and Executive Compensation Practices: 2018 Edition, a collaboration by The Conference Board, Gallagher, and MyLogIQ. In…
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