Below are key takeaways from ISS’ recently released 2021 United States Proxy Season Preview – Governance & Compensation. The full report is available to institutional subscribers by logging into ProxyExchange then selecting the Governance Exchange and its Report Center tab and to corporate subscribers by logging into Governance Analytics then selecting the Governance Exchange and the Report Center tab.
- Virtual-only meetings are likely to dominate another proxy season. While certain states have recently relaxed prohibitions on large gatherings, a significant number of companies are expected to continue to hold virtual-only meetings for the first half of 2021.
- Board ethnic and racial diversity becomes a focus. In addition to calls for greater gender diversity, institutional investors are now increasing pressure on companies for greater disclosure of board ethnic and racial diversity.
- The SPAC attack will continue. As the COVID-19 pandemic continued throughout 2020, the prevalence of special purpose acquisition companies (SPACs) as an avenue for private companies to come public increased dramatically and does not show signs of diminishing.
- COVID-19 expected to drive changes in executive pay. ISS has observed companies making a variety of changes to executive compensation programs in response to the pandemic. These changes are likely to figure prominently in the analysis of say-on-pay proposals in 2021.
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