Insights

Alert

michael-abromowitz

Michael Abromowitz

Principal, Atlanta, GA

david_gordon

David Gordon

Managing Director, Los Angeles, CA

dina-bernstein

Dina Bernstein

Principal, Los Angeles, CA

  2. Latest Insights
  3. Alert
March 14, 2023

Observations from Initial Pay Versus Performance Disclosures

Alert | By Michael Abromowitz, David Gordon, Dina Bernstein 

2023 proxy statements that include the new SEC Pay Versus Performance (PVP) requirements are beginning to be filed. FW Cook reviewed the first 75 public companies’ proxy statements that were filed, excluding smaller reporting companies, and key findings include:

  • The most common financial performance measures that companies chose as their Company Selected Measure (CSM) were earnings per share (EPS) (32%), revenue (13%), return on equity (ROE) (12%), and operating income (11%). All but one company used a financial performance measure that was used in their annual or long-term incentive plan
  • Sixty-eight percent (68%) of companies used a non-GAAP financial performance measure as their CSM
  • Most companies (76%) used their 10-K published industry or line-of business index as their total shareholder return (TSR) peer group
  • Despite three financial performance measures being the minimum requirement, most companies included additional financial performance measures, with five measures (31%) being the most prevalent
  • Most companies (85%) used graphs/charts as the clear description requirement, and the remaining 15% used a narrative only description
Download the full Alert

michael-abromowitzMichael Abromowitz
Principal

Michael joined the firm in 2014. He consults on all aspects of executive and board compensation, including executive compensation benchmarking, annual and long-term incentive program design, peer group development, and executive severance and change-in-control plans.

david-gordonDavid Gordon
Managing Director

Dave Gordon’s practice as an executive compensation consultant stretches back over a decade. He has covered a variety of industries, including extensive experience with financial institutions and utilities. In addition to engagements for his own clients.

dina-bernsteinDina Bernstein
Principal

Dina Bernstein has extensive experience advising on all aspects of executive compensation, working with companies on an ongoing basis, as well as in the context of mergers and acquisitions, spin-offs, initial public offerings, and other corporate events. Dina provides guidance to private and public companies across various industries regarding cash and equity incentive compensation arrangements, employment, severance and change in control agreements, overall compensation program design, pay governance practices, taxation, stock exchange listing requirements and securities regulation compliance.

— Categories —