Pay Governance LLC is an independent firm that serves as a trusted advisor on executive compensation matters.
Our work helps to ensure that our clients' executive rewards programs are strongly aligned with performance and
supportive of appropriate corporate governance practices.
The vast majority—98%—of companies have passed their annual say on pay votes (SOP) over the past four years. Proxy advisor voting recommendations remain highly influential on these votes, and many companies, perhaps hundreds, have changed the structure of their executive pay programs to try to comply with proxy advisor policies and to obtain a “FOR” SOP vote recommendation from proxy advisors. Read More
The REIT structure was created in 1960 when President Eisenhower signed into law the REIT Tax Act. A wave of REIT formations and initial public offerings (IPOs) followed. Another wave of IPOs occurred in the 1990s. Historically, REITs tended to have relatively high insider ownership – founded by individuals, families or partners and, in some cases, eventually taken public. Read More
The Securities and Exchange Commission (SEC) has just released its proposed rules regarding the requirement for companies to report as to whether employees and non-employee directors are allowed to hedge or offset the decrease in market value of equity securities. Proxy advisory firm Institutional Shareholder Services (ISS) has just released a new document explaining the firm’s latest policies with respect to executive compensation, including its say on pay advisory voting services. Another proxy advisory firm, Glass, Lewis & Co. LLC (Glass Lewis), has implemented changes to its pay for performance and equity plan models. Read More
Proxy advisory firm Glass, Lewis & Co. LLC (“Glass Lewis”) has just published a new 45 page report which provides an overview to the Glass Lewis approach to advising its institutional investor clients regarding proxy matters. For the 2015 proxy season, Glass Lewis has noted six policy changes which are highlighted in the report. In order to keep our clients abreast of these changes in Glass Lewis policy, Pay Governance has summarized these policy changes Read More
Andrew Winkler is a Consultant in the New York office of Pay Governance. He has assisted in compensation analyses for public and private companies mainly in the financial services and related fields. He has experience in peer group composition, market pricing, and analysis for special situations, including government receivership and M&A transactions. Andrew has also analyzed other issues relating to executive pay in other industries including manufacturing and defense contracting.
Prior to joining Pay Governance, Andrew was a consultant at Johnson Associates.
Andrew graduated from Rutgers University with a Bachelor of Arts degree in political science.
Press Release - Higher Performance From Harder Incentive Plan Goals
Pay Governance LLC research shows companies that set challenging goals for executives outperform those that do not.
“The conventional perception that compensation committees approve easy target goals for their executive incentive plans in order to maximize payouts is incorrect based on our research,” said Pay Governance Managing Partner Ira Kay.
“The fundamental philosophy of executive compensation is to ‘attract, retain and motivate’ a talented management team. So it’s concerning when you hear incentive awards are just put in desk drawers until plans mature,” said Pay Governance managing partner John England.