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Program on Corporate Governance Advisory Board
- Peter Atkins
- David Bell
- Kerry E. Berchem
- Richard Brand
- Daniel Burch
- Paul Choi
- Jesse Cohn
- Arthur B. Crozier
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Tarik Samman
Shareholder Engagement: Is the Power of Proxy Advisors and Institutional Investors Shifting?
Proxy advisory firms—principally ISS and Glass Lewis—and large institutional investors, such as Blackrock, Vanguard, State Street and Fidelity, have long played a central role in shaping shareholder voting outcomes at U.S. public companies. Historically, for a significant portion of U.S. public company shares, especially retail holders and mutual fund and ETF investors, shareholder voting decisions […]
Click here to read the complete postWeekly Roundup: January 30-February 5, 2026
Key Considerations for the 2026 Proxy Season Posted by Simone Hicks, Eric Jurgens, and Paul Rodel, Debevoise & Plimpton LLP, on Friday, January 30, 2026 Tags: Proxy season, Public Companies, Shareholder proposals, Shareholders Compensation Season 2026 Posted by Jeannemarie O’Brien, Michael J. Schobel, and Erica E. Aho, Wachtell, Lipton, Rosen & Katz, on Saturday, January […]
Click here to read the complete postSpeech by Chairman Atkins on U.S.–European Capital Markets Cooperation and Regulatory Modernization
Thank you very much, Adam [Farkas], for your kind introduction, and for the invitation to join you all this evening. I regret that a government shutdown here in the United States prevented me from joining you in person today. But I am grateful for the opportunity to take part in this conversation virtually, and to […]
Click here to read the complete postRethinking Compensation Disclosure
A number of changes to executive compensation disclosure may occur in 2026, reflecting potential Securities and Exchange Commission (SEC) rulemaking previewed during a July 2025 roundtable discussion as well as separate updates to guidance from ISS and Glass Lewis. Executive Compensation Roundtable: SEC Signals Potential Future Changes to Compensation Disclosure Rules On June 26, 2025, […]
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Posted in Practitioner Publications
Tagged Executive Compensation, Glass Lewis, ISS, SEC
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S&P 500 CEO Compensation Trends
Key Takeaways CEO pay increases moderated in 2024. Median CEO actual total direct compensation (TDC)* reached $17M in 2024, reflecting a moderated 5% increase following a strong 14% increase in 2023. Long-term incentive continues to dominate. Long-term incentives (LTIs) remain the primary driver of CEO compensation, with continued emphasis on performance-based equity, reinforcing alignment with shareholders. Shareholder returns […]
Click here to read the complete postPublic Company Outlook for 2026
Key Takeaways: As we turn the calendar to 2026, public companies face an evolving set of legal and market dynamics that will shape governance, transactions and engagement with stockholders. In this Debevoise In Depth, we outline the key issues facing public companies this year.
Click here to read the complete postThoughts for Boards: Key Issues for 2026
In a year of significant regulatory, geopolitical, technological and macroeconomic turbulence, boards have had to manage through an environment of uncertainty. Unpredictability caused by frequent policy shifts and evolving expectations and demands from governmental and market actors added complexity to the array of demands that a modern public company board must address. Yet there were […]
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Posted in Practitioner Publications
Tagged Board of Directors, Corporate governance, Public Companies, SEC
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As Activism Becomes a Year-Round Sport, Possible Regulatory Changes Could Impact Both Activists and Companies
Key Points Activist investors remain a powerful force in the corporate landscape, increasingly using more sophisticated multimedia and digital strategies to exert pressure on companies and boards. An increase in off-cycle and “vote no” campaigns in the U.S., coupled with more activists going public without any private engagement, is making activism a year-round phenomenon. Companies […]
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Posted in Practitioner Publications
Tagged Activism, Activists, Corporate governance, M&A
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Does Adding an Activist to the Board Improve Shareholder Returns?
Earlier this year, we published research revealing that public companies that settle with activists tend to underperform the market, on average, over the three years following the settlement. Specifically, we examined 634 settlements in the U.S. over 14 years (2010–2024) and found that in the aggregate, companies that settled with activists underperformed the S&P 500 […]
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Posted in Practitioner Publications
Tagged Activists, Board of Directors, Corporate governance, Shareholders
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