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Program on Corporate Governance Advisory Board
- Peter Atkins
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HLS Faculty & Senior Fellows
Author Archives: Tarik Samman
Pulse on Pay: 12 Years of CEO Pay
OVERVIEW Most executive pay levels analysis focuses on target equity grant values—essentially the accounting value at grant—rather than value realized when equity is earned. Assessing the trends and data underlying take-home equity value can offer boards a fresh perspective on their pay-for-performance alignment and pay program liquidity versus what is communicated to participants in target […]
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Posted in Practitioner Publications
Tagged CEOs, Corporate governance, Pay for performance, S&P500
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26 Trends Affecting Capital Markets in 2026
On this blog, we have commented quite a number of times regarding a number of trends affecting our capital markets—many of which have been a factor since the early 2000s and which have become more pronounced since the adoption of the Sarbanes-Oxley Act and related reforms. For example, we have noted the decline in the […]
Click here to read the complete postPresident Trump’s Executive Order on Proxy Advisors: The Potential Pros and Cons for Companies
On December 11, 2025, President Trump signed an executive order aimed at reducing the influence of proxy advisors (specifically ISS and Glass Lewis) by directing the SEC, FTC and Department of Labor to conduct sweeping reviews of the rules governing the industry. The administration argues that proxy advisor policies, particularly those related to ESG and […]
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Posted in Practitioner Publications
Tagged Donald Trump, ESG, Executive Orders, Proxy advisors
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2026 Global Principles for Benchmark Policies
Introduction to BlackRock Investment Stewardship At BlackRock, investment stewardship serves as a link between our clients and the companies they invest in and is one of the ways we fulfill our fiduciary responsibilities as an asset manager on their behalf. BlackRock offers a range of proxy voting policies to reflect clients’ individual investment choices and […]
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Posted in Practitioner Publications
Tagged BIS, Board of Directors, Investment Stewardship, Risks
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M&A Predictions and Guidance for 2026
Here’s a quick overview of the new challenges and issues that I’m predicting the M&A eco-system will face in the coming year: Antitrust – Just when you thought the going was good…. Early in Trump’s tenure, his populist picks to run the DOJ and FTC appeared ready to horseshoe themselves into where Biden’s progressives left off. […]
Click here to read the complete postSection 16(a) Insider Reporting: Legislation Ends Foreign Private Issuer Exemption
On December 18, 2025, the President of the United States signed into law the Holding Foreign Insiders Accountable Act (“HFIAA”), making officers and directors of foreign private issuers (“FPIs”) subject to public reporting of holdings of, and transactions in, the issuers’ equity securities under Section 16(a) of the Securities Exchange Act of 1934, as amended […]
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Posted in Practitioner Publications
Tagged Corporate governance, EDGAR, Foreign Private Issuer, Section 16(a)
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Boards Enjoy Increased Investor Support as Markets Deliver and DEI Pressure Fades
According to Diligent Market Intelligence (DMI) Voting data, average support for director elections at U.S.-based companies during the 2024-2025 proxy season was 94.2%, up from 93.7% on the previous year, and 93.4% in the 2022-2023 season. For companies in the Russell 3000, average support for director elections in the 2024-2025 season was 95%, up from […]
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Posted in Practitioner Publications
Tagged Corporate governance, dei, investors, S&P500
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Executive Security: The Perk to Watch
The murder of a healthcare senior executive in midtown Manhattan in December 2024 prompted many companies to re-evaluate the measures in place to secure the physical safety of their executives. More recently, a mass shooting occurred in an office tower in Manhattan, calling further attention to the enhanced need for executive security. While many companies […]
Click here to read the complete postM&A, Activism and Corporate Governance
Mergers & Acquisitions THE BIGGER THE BETTER: WHAT A SPIKE IN MEGA-DEALS IN Q3 MEANS FOR M&A PROFESSIONALS While every M&A lawyer, banker or corporate development professional knows that a $200 million carve-out M&A transaction or joint venture formation can often present even more complexity in structuring and negotiation than a $20 billion U.S. all-cash […]
Click here to read the complete postOn the 2026 Board Agenda
Few business leaders have experienced the scope, complexity, and combination of issues facing companies today. Disruption, volatility, and uncertainty will continue to test board agendas in 2026, upending the assumptions that have long driven corporate thinking—particularly the role of government, geopolitical norms, and the pace of technological change. Economic uncertainty, recession risk, the cost of […]
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Posted in Practitioner Publications
Tagged AI, Board of Directors, Corporate governance, Cybersecurity
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