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December 19, 2024

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November 22, 2024

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November 14, 2024

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October 24, 2024

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September 20, 2024

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September 17, 2024

Press Release: Chris Earnest joins the Pay Governance Team

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September 10, 2024

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September 9, 2024

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August 24, 2024

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August 23, 2024

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August 19, 2024

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July 23, 2024

In recent years, global companies have grappled with defining a baseline for environmental metrics, establishing the processes and controls to measure and report progress toward objectives, and setting the goals of ambitious environmental performance metrics (especially if environmental performance metrics are used in executive incentive arrangements).

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July 21, 2024

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March 1, 2024

AgendaWeek quoted Pay Governance partner, Olivia Wakefield, in a recent board article.

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February 29, 2024

 Our most recent Viewpoint was republished this morning on the Harvard Law School Forum on Corporate Governance.

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February 22, 2024

NACD Northern California Leadership Council announcement.

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February 17, 2024

Our latest Viewpoint has been reposted by the Harvard Law School Forum on Corporate Governance.

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January 22, 2024

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January 15, 2024

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January 11, 2024

Pay Governance Viewpoint reprint in today's Harvard Law School Forum on Corporate Governance

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January 8, 2024

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January 2, 2024

Agenda week reposted our recent Viewpoint "Preparing for Year Two of Pay versus Performance Disclosures".

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December 14, 2023

Mike Kesner quoted.

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November 30, 2023

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November 20, 2023

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November 9, 2023

Harvard Law School Forum on Corporate Governance Viewpoint repost

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October 19, 2023

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September 7, 2023

Risk management has been top-of-mind for bank leaders over the past year.

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July 28, 2023

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July 28, 2023

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July 12, 2023

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July 12, 2023

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June 26, 2023

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June 15, 2023

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June 5, 2023

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May 22, 2023

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May 16, 2023

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May 3, 2023

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April 13, 2023

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April 10, 2023

Pay Governance along with Corporate Board Member released a review of how ESG plays into executive pay.

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March 27, 2023

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March 6, 2023

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January 23, 2023

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November 15, 2022

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November 10, 2022

The Harvard Law School Forum on Corporate Governance reposted our Viewpoint "PVP Illustrative Disclosure for the SEC's New PVP Rules" on November 11, 2022.

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November 1, 2022

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October 21, 2022

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October 20, 2022

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October 4, 2022

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September 13, 2022

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September 2, 2022

Compensation committees are strategizing with advisors to determine how to comply with the SEC’s newly adopted pay-for-performance compensation disclosure rule in time for next proxy season.

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August 26, 2022

Ira Kay, Mike Kesner and John Ellerman worked to respond to the SEC rule during the open comment period in April. AgendaWeek captured some of those comments regarding the new disclosure in their article "Controversial SEC Rule Alters Comp Disclosures" posted today.

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August 5, 2022

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July 22, 2022

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March 29, 2022

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February 23, 2022

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February 16, 2022

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January 27, 2022

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January 26, 2022

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January 6, 2022

Rule SEC 10b5-1 allows major shareholders to sell a pre-established number of shares at a predetermined time and protects executives from the appearance of insider trading.

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January 4, 2022

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January 3, 2022

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January 1, 2022

During the recent Conference Board session, Mike Kesner, Partner and Joshua Brght, Principal, spoke with the group about "The Top 10 Things on Compensation Committe Minds" right now. 

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December 27, 2021

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December 6, 2021

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November 11, 2021

Privately held banks have the same objective to drive shareholder value as publicly-traded banks and compete in the same labor market for talent. As a result, it is imperative to ensure that your pay programs support these objectives. In this session, we present examples of leading-edge executive pay program designs used at private companies to ensure proper incentives exist to drive shareholder value and attract and retain top talent.‍

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August 30, 2021

Pay Governance announces the addition of a new Partner to its experienced team. Olivia Wakefield has joined Pay Governance as a Partner. In her role, Wakefield will be responsible for working with client compensation committees and senior management teams across a wide range of executive compensation and governance issues.

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August 9, 2021

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June 21, 2021

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June 18, 2021

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January 29, 2021

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December 9, 2020

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November 25, 2020

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November 7, 2020

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September 28, 2020

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September 20, 2020

In 2017, Institutional Shareholder Services (ISS) introduced their secondary quantitative test, the Financial Performance Assessment (FPA). This was in response to criticisms that their primary pay-for-performance (P4P) tests, which measure the alignment of CEO pay and total shareholder return (TSR) relative to an ISS-developed peer group, only focused on TSR as the primary performance metric.

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September 16, 2020

Bank boards know that the world has shifted dramatically since January, when they drafted individual executives’ performance expectations. Using those outdated evaluations now may be a fruitless exercise.

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September 14, 2020

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September 14, 2020

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September 3, 2020

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August 20, 2020

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August 14, 2020

Brian Lane recently spoke at the NACD Leading Minds of Compensation.

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August 12, 2020

David Fitt has been selected as an honoree for the 2020 NACD Directorship 100.

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July 9, 2020

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July 7, 2020

Pay Governance has promoted Chris Brindisi to Partner

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June 29, 2020

Pay Governance hires 40-year veteran as partner in its Chicago office

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April 27, 2020

Chris Brindisi, a Principal at Pay Governance was recently quoted in the St. Louis Post Dispatch.

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December 7, 2019

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December 2, 2019

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November 12, 2019

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November 4, 2019

The 2017 proxy shows that Regis’s compensation plan previously consisted of a base salary paid in cash, an annual cash bonus tied to cash flow per share that made up 70% of bonus pay with the remaining 30% tied to same-store sales. The LTI plan, which had a three-year performance period, consisted of 60% performance stock units (PSUs) based on adjusted earnings per share, and 40% restricted stock units whose values were driven by stock price. That plan was the revised version that had been adopted after the 2015 say-on-pay vote saw one third of investors give Regis a thumbs-down on compensation. In July 2017, the board hired Pay Governance as its new compensation consultant, and thus began its extensive review.

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September 6, 2019

Ira Kay, a managing partner at New York compensation consultancy Pay Governance, said boards have long given managers wide discretion to improve diversity, address climate change or improve customer satisfaction. And annual bonuses are often partially tied to those goals, but that is just a fraction of total compensation.

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September 4, 2019

While the challenges and knowledge required in serving on your board’s audit committee are well known, demands on the compensation committee have been catching up, particularly at larger and public companies. Exec pay plans have grown hugely complex, compliance laws much tighter, and investor activists and proxy advisors are watching closely. How should the comp committee manage its newly high-stakes, high-risk pays setting role?

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August 20, 2019

Large companies, in particular, have placed a heavier emphasis on performance-based stock grants, said John Sinkular, a partner at Philadelphia-based Pay Governance LLC, which counts around 400 clients.

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August 19, 2019

Boards are increasingly looking for ways to appropriately align pay and performance for bankers in the face of the disruptive changes in the industry.

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August 19, 2019

Relative benchmarking is near-universal as companies assess historical pay-for-performance (P4P) alignment, but should relative performance be an explicit incentive plan measure? Most companies provide the majority of their long-term incentive (LTI) award opportunity to senior executives in equity-based awards, which has an underlying value directly aligned to stock price fluctuations. If companies decide this is insufficient, should they consider using Relative Total Shareholder Return (TSR) as an incentive metric? If so, should it be structured as a separate component or as a modifier?

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August 5, 2019

17-year industry veteran in Pay Governance's Pittsburgh office promoted to partner

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July 8, 2019

As each year draws to an end, Steve Pakela sits down for marathon meetings with board members of some of the biggest Pittsburgh companies. The discussions underpin the roughly $353 million given to the 50 highest-paid business executives in the region last year.

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May 23, 2019

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May 17, 2019