The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu The leading online blog in the fields of corporate governance and financial regulation. Thu, 27 Aug 2026 15:43:45 +0000 en-US hourly 1 https://wordpress.org/?v=6.5.10 https://corpgov.law.harvard.edu/wp-content/uploads/2024/02/cropped-photography-4-e1706898544564-1-32x32.png Special Equity Awards: Navigating Governance Considerations – The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu 32 32 Special Equity Awards: Navigating Governance Considerations https://corpgov.law.harvard.edu/2026/05/12/special-equity-awards-navigating-governance-considerations/?utm_source=rss&utm_medium=rss&utm_campaign=special-equity-awards-navigating-governance-considerations https://corpgov.law.harvard.edu/2026/05/12/special-equity-awards-navigating-governance-considerations/#respond Tue, 12 May 2026 11:32:27 +0000 https://corpgov.law.harvard.edu/?p=180811?d=20260511160156EDT Posted by Kenneth Sparling, FW Cook, on Tuesday, May 12, 2026
Editor's Note:

Kenneth Sparling is a Managing Director at FW Cook. This post is based on his FW Cook memorandum.

In 2023, Fair Isaac Corporation’s board faced a situation many compensation committees encounter: a proven, long-tenured CEO who had become retirement-eligible, an active market for executive talent, and a retention challenge the regular program was not designed to solve on its own. The board’s answer was a $30 million 5-year retention grant outside of the regular program. It was a deliberate decision made for clear business reasons — and it is a recognizable example of why special equity awards remain a legitimate part of the compensation toolkit.

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