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Pay Disclosures vs. Investor Expectations

By Randi Morrison posted 3 hours ago

  

While shareholder support for say-on-pay remains consistently high, in this article, Farient Advisors argues that many executive compensation disclosures continue to fall short of investor expectations by explaining what compensation decisions were made without adequately explaining why they made sense in the context of the business, its performance, and the overall pay program.

The article highlights several recurring areas of investor frustration and offers practical recommendations for strengthening disclosure, including:

  • Framing executive pay as the result of active compensation committee decision-making
  • Providing greater context around goal-setting rigor and discretionary decisions
  • Engaging shareholders proactively—not only after failed votes—and demonstrating responsiveness to feedback, even in strong years
  • Treating the proxy statement as a strategic communication tool that clearly explains the link between company strategy, performance, and executive pay

Access additional resources on our Proxy Season 2026 and Proxy Statement pages.

This post first appeared in the weekly Society Alert!

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