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Articles by Todd Sirras
The Expanding Compensation Committee Mandate
Board of Directors, C-suite, Compensation committees, Corporate governance More from: Blair Jones, Todd Sirras , Semler Brossy Blair Jones and Todd Sirras are Managing Directors at Semler Brossy LLC. This post is based on their Semler Brossy memorandum. Introduction Compensation committees have come a long way since their origin.
2024 Say on Pay + Proxy Vote Results
Board of Directors, ESG, ISS, Proxy Advisor, Say on pay More from: Austin Vanbastelaer, Justin Beck, Todd Sirras , Semler Brossy Todd Sirras is Managing Director, Austin Vanbastelaer is Principal, and Justin Beck is a Senior Consultant at Semler Brossy LLC. This post is based on a Semler Brossy memorandum by Mr. Sirras, Mr. Vanbastelaer, Mr. Beck, Kyle McCarthy, Nathan Grantz, and Anish Tamhaney.
2023 Say on Pay & Proxy Results
Board of Directors, Diversity, ESG, Executive Compensation, Institutional Investors, Proxy advisors, Proxy season, Say on pay, Shareholder proposals, Shareholder voting More from: Austin Vanbastelaer, Justin Beck, Todd Sirras , Semler Brossy Todd Sirras is Managing Director, Austin Vanbastelaer is Principal, and Justin Beck is a Senior Consultant at Semler Brossy LLC.
Navigating Cybersecurity and Compensation
Cybersecurity is an enterprise risk that requires ongoing and significant board and executive attention. Attacks are unpredictable, have an immediate impact on day-to-day operations and often generate real-time reputational damage. New disclosure regulations regarding cybersecurity risk are in place. These include a description of the board’s oversight and management’s role in assessing and managing material risks from cybersecurity threats.
2023 Say on Pay & Proxy Results
Wednesday, May 31, 2023 Print Tweet Todd Sirras is a Managing Director, Austin Vanbastelaer is a Senior Consultant, and Justin Beck is a Consultantat Semler Brossy LLC. This post is based on a Semler Brossy memorandum by Mr. Sirras, Mr. Vanbastelaer, Mr. Beck, Kyle McCarthy, Nathan Grantz, and Anish Tamhaney. BREAKDOWN OF SAY ON PAY VOTE RESULTS Russell 3000 companies (1.5%) have failed Say on Pay thus far in 2023.
2023 Say on Pay & Proxy Results
Thursday, April 27, 2023 Print Tweet Todd Sirras is a Managing Director, Justin Beck is a Consultant, and Austin Vanbastelaer is a Senior Consultant at Semler Brossy LLC. This post is based on a Semler Brossy memorandum by Mr. Sirras, Mr. Beck, Mr. Vanbastelaer, Kyle McCarthy, Nathan Grantz, and Anish Tamhaney.
Reconsidering Pay Strategy in the Wake of Inflation
Say goodbye to the Goldilocks economy, where moderate growth and low inflation sustained us for years. Our global economy and social norms have careened from crisis to crisis over the last 24 months. The world has faced down a pandemic, unprecedented restriction of interpersonal interactions, and disruption of worldwide supply chains. And yet the world economy is booming. Opinions vary about the reality, root cause, and associated solutions for inflation and low unemployment.
Five Simple Rules for Post-IPO Pay
You’re chair of the compensation committee for the most recent successful initial public offering (IPO). Pre-IPO shareholders and employees are sitting on large unrealized gains. Your visionary leaders, the team that carries the company’s DNA, have just realized wealth beyond all expectations.
Executive Pay As a Tool to Advance Diversity Efforts
The 2019 proxy season was notable for companies’ efforts to disclose actions taken to develop a diverse and inclusive (D&I) workforce. Their efforts are like a rolling stone that will accelerate in the coming years, and may bring others along with them as corporate D&I efforts gather momentum. The empirical research on the benefits of diverse experiences and viewpoints among a broader workforce is now widely accepted.
Keeping Productive Employees - The Board's Role
Talent experts should be given a seat in the boardroom. Alan Guarino does not only chair the compensation and human capital committee for The Chefs’ Warehouse, a specialty food company. He’s also the talent expert in the boardroom. It’s all part of the proactive role Guarino believes boards should be playing in the hunt for the best employee talent.
A Pivot to Disruption: And other silly phrases that signal weak thinking.
Strong ideation around curated big data will help us think outside the box and create highly scalable deliverables that expand our bandwidth. If we lean in and take a deep dive into our ecosystem, we can disrupt the business model, and pivot to become rock star growth hackers. OK, I’m not sure what the word salad in my first paragraph means. It’s filled with words you’ve read and heard a lot, and maybe found yourself using. And they sort of make sense, when strung together.
Lessons Learned From First Wave of CEO Pay Ratio Disclosure
The first wave of CEO pay ratio disclosure has come and gone with much less attention than anticipated. Was the pre-proxy hubbub and handwringing more than was needed to address employee and shareholder questions, comparison to competitors and local companies, and the potential ire of the proxy advisory services? Here are three baseline learnings from the first wave of pay ratio disclosure and why boards and management need to pay attention to it going forward. 1.
The Pros and Cons of Good Governance
Despite the costs, there are notable advantages. Are best practices in corporate governance worth it? Why should boards struggle to implement policies and procedures that may be uncomfortable, expensive and inefficient?
The Aftermath of #MeToo Allegations Against Wynn Resorts CEOs
Can three women directors bring a “fresh” perspective? D&B sits down with one of the newly minted female board members, Betsy Atkins. Wynn Resorts CEO and chairman Steve Wynn stepped down in February following sexual misconduct allegations. While the casino mogul has denied the charges, the company he founded has been dealing with the aftermath. One recent move the new CEO Matt Maddox describes as a “turning point” for the company was the appointment of three new board members, all women.
Attracting Talent Beyond Just a Paycheck
The post-Boomer generation now assuming leadership roles — and certainly those from the Millennial generation who will follow — bring with them different expectations about their work environments and what a “corporate culture” needs to look like. These emerging and future leaders desire a career that carries purpose and meaning along with being financially rewarding. It is also nice to have fun and find joy in what you do.
Equity Market Based Pay May Stop Making Sense
Compensation questions to ask during volatile times The U.S. equity markets may become in the short-term, a poor marker for long-term value creation. What does that mean for equity-based pay? This is a multi-faceted topic, and at its heart a matter of managing change. Uncertainty is a hot topic. It feels more scary and volatile today, but that’s partially because we know how it worked out before. Whatever change occurs may bring about a period of major upheaval as responses adapt accordingly.
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