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2016 Innovations in Proxy Design: An Analysis of Executive Pay Disclosures

Featuring commentary from and

In this report, Equilar analyzed the proxies of S&P 100 companies to discover and chronicle trends in CD&A disclosure among the largest U.S. companies. The elements examined—pay for performance, realized pay, shareholder engagement, internal pay equity, proxy summaries, pay program checklists, use of color in design, supplementary charts and more—are presented in terms of both overall prevalence and use of specific disclosure examples. Entrenched now for a decade, the CD&A continues to evolve as stakeholders in the marketplace make clear what’s expected of public companies in terms of transparency and shareholder communication.

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Key Findings:

  • The percentage of S&P 100 CD&As including pay for performance references increased from 71.1% in 2011 to 86.0% in 2015, though just 17.0% of the S&P 100 explicitly included a pay-for-performance graph in 2015.

  • 40.0% of the S&P 100 discussed realized pay in their most recent CD&As, while 14.0% referenced realizable pay.

  • More than half of the S&P 100 disclosed shareholder engagement efforts in their 2015 CD&As, up from just 2.1% in 2011.

  • 56.0% of S&P 100 companies discussed internal pay equity—the ratio of CEO pay to that of other named executive officers—in their most recent CD&A