A few items to note as the first proxy season with Shareholder Say on Pay and Frequency of SSOP continues to unfold.
First, the results of the shareholder vote on Say on Pay continue to be mixed, but most companies are succeeding in achieving a favorable vote from more than 50% of their shareholders voting. However, a few have lost the vote, so please don't take success for granted.
Second, the results of the shareholder vote on Frequency of SSOP Say are also mixed, but approximately one-half of the companies recommending biennial or triennial votes are not getting a 50% vote in favor of their recommendation. Therefore, if you will be recommending a biennial or triennial vote for the future, it is imperative that you take all necessary and appropriate steps to increase the likelihood of success in that vote.
Finally, the good folks at CompensationStandards.com, who sponsor this Blog, have drafted model say-on-pay disclosures to help prepare upcoming proxy statements and made it available to subscribers of the site. It includes a model executive summary, say-on-pay resolution and say-on-frequency resolution. (I think that the one I have drafted for my clients is better, but theirs is free to subscribers!)