Fenwick & West's informative annual survey benchmarks and compares numerous corporate governance practices and trends among Silicon Valley 150 Index (SV 150) and S&P 100 companies based on 2018 proxy statements filed as of June 30th.
Noteworthy benchmarking data includes:
- The rate of increase in board gender diversity is higher among the SV 150 than the S&P 100. Most (82%) SV 150 companies reportedly would meet the December 2019 minimum "one woman director" quota per the new California board diversity law (see our most recent report here), but would need to add women to their boards to meet the minimums required by the next quota compliance deadline in December 2021.
- Just about 27% of the SV 150 have standing committees other than the three key Audit, Compensation and Nom/Gov Committees, compared to 83% of the S&P 100. The most common additional standing committees among the S&P 100 are Executive, Finance, Risk Management, Technology, and Public Policy committees, whereas Strategy/M&A, Executive, and Technology are the most common among the SV 150 companies. (See our prior report: "Board Committee Structures.")
- Dual-class voting stock structures are now more common among the SV 150 (increased from 10.9% in 2017 to 13% in 2018) than the S&P 500 (9% flat YoY).
- Majority voting at the SV 150 has been increasing steadily, but still pales in comparison to the S&P 100 - about 58% for the SV 150 compared to 95% for the S&P 100.
- Classified boards are significantly more common among the SV 150 - 50.7% vs. 3% for the S&P 100.
- SV 150 companies average 5.9 executive officers compared to an average of 10.3 among the S&P 100; however, the number of executive officers among both the SV 150 and S&P 100 has declined over time. That said, certain executive officer positions - including the GC, CLO and Chief Technology Officer - have increased over time in both groups.
Notably, the survey also includes benchmarking data on executive & director stock ownership guidelines for both the SV 150 and S&P 100, including minimum holding amounts/values and time requirements.