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CEO compensation

Value-Based CEO Equity Grants

By Jin Xu, Pengfei Ye and Cheng Zhang January 10, 2025 by renholding

Equity has become a dominant component of CEO compensation in the past three decades due to its ability to align the interests of managers and shareholders. Each year, a firm can award its CEO either a certain number (share-based) or …

How CEO Bonuses and Taxes Have Affected the Offshoring of Corporate Activity

By Katie Boylen, Fabio B. Gaertner and Melissa Martin May 18, 2023 by renholding

Executive compensation and corporate taxation are both hot button issues, but can they be related? In a recent paper, we examine how CEO bonus contracts reinforce global tax incentives and show that executive pay practices helped drive corporate activity …

How Market Feedback Affects CEO Pay

By C.S. Agnes Cheng, Iftekhar Hasan, Feng Tang and Jing Xie December 13, 2022 by renholding

Stock prices affect various corporate decisions such as the amount of CEO compensation, as emphasized in traditional pay-for-performance studies, and capital investment. However, an unanswered question is whether changes in firms’ stock price in a short window around events related …

What NCAA Football Teaches Us About the Connection Between Executive Pay and Performance

By Yuri Hupka, Jacqueline L. Garner, Betty J. Simkins and Phillip Humphrey October 20, 2022 by renholding

Our paper utilizes National Collegiate Athletic Association (NCAA) Football Bowl Subdivision (FBS) coaching contracts as a managerial setting to examine whether higher top-managerial pay (our Gridiron CEOs) is associated with better team performance. Coaching contracts are quite compelling as they …

The Financialization of Corporate Governance

By Roberta S. Karmel February 3, 2021 by renholding

Members of the academic community, the business world, and law firms have long been debating shareholder primacy, stakeholder governance, and corporate purpose. In a forthcoming essay, I outline these arguments but suggest that reform of corporate governance should be focused …

How Shareholders View CEO Pensions and Deferred Compensation

By Carl Hsin-han Shen and Hao Zhang October 21, 2020 by renholding

Defined-benefit pension plans and deferred compensation are often sizable and important components of CEO pay packages.  In recent years, though, they have prompted controversy among investors, policymakers, and academics. On the one hand, CEO pension and deferred compensation are unsecured …

Are CEOs Encouraged to Take Too Much Risk?

By Justin Chircop, Monika Tarsalewska and Agnieszka Trzeciakiewicz February 14, 2020 by renholding

CEO compensation typically consists of cash and long-term equity. While the benefits of cash are to some extent fixed, the value of equity-based compensation depends on the market value of the firm. The latter is the key mechanism for motivating …

Spinning the CEO Pay Ratio Disclosure

By Audra Boone, Austin Starkweather and Joshua T. White November 25, 2019 by renholding

The growing compensation gap between CEOs and rank-and-file employees has generated considerable debate about potential adverse consequences at both the firm and societal levels. Despite interest in the topic, assessing vertical pay disparity has been difficult due to the lack …

Information, Incentives, and CEO Replacement

By Xiaojing Meng September 30, 2019 by renholding

The replacement of a CEO is one of the most important responsibilities of corporate boards. The most common theoretical underpinning of CEO replacement is related to CEO ability: The corporate board learns about the ability of its CEO from firm …

Do Anti-Pledging Policies Have Unintended Consequences for Corporate Governance?

By Jihun Bae and Ruishen Zhang September 18, 2019 by renholding

Many managers receive company stock as compensation and then pledge that stock as collateral for personal loans. The practice is increasingly common, and its potential economic impact is anything but negligible. For example, Larcker and Tayan (2010) document that pledged …

Does Gender Diversity Make a Difference in the Boardroom?

By Vikram K. Nanda, Andrew K. Prevost and Arun Upadhyay June 3, 2019 by renholding

Gender diversity on boards is a leading issue in corporate governance, as has been made clear by anecdotal evidence that associates board gender diversity with better boardroom practices (e.g., Credit Suisse Research Institute, 2016 [1]; Morgan Stanley Research, 2018 [2]) …

ISS Discusses the Seven Venial Sins of Executive Compensation

By John Roe May 24, 2019 by renholding

Compensation disclosures have grown significantly over the last decade (mostly for the better), and they continue to evolve with the ongoing engagement between companies and shareholders. Certain compensation practices are known for raising investor concerns, leading to difficult conversations between …

ISS Offers Insights into How Much CEOs Are Really Paid

By Kosmas Papadopoulos and John Roe April 30, 2019 by renholding

How much compensation does a CEO really end up with? It’s a tough question to answer – the summary compensation table is often cited as what the CEO is paid, but the ultimate value that an executive realized from those …

ISS Discusses the Role of “Economic Value Added” in Pay-for-Performance Analysis

By Bennett Stewart March 28, 2019 by renholding

Performance-based long-term executive compensation is generally determined by a company’s achievements over three-year measurement periods. Total Shareholder Return (TSR), however, doesn’t always accurately reflect the performance of a company or management team during that period. Macroeconomic factors, tax policy, financial …

Top Executives’ Compensation and Firm Survival

By Dimitrios Gounopoulos, Georgios Loukopoulos and Panagiotis Loukopoulos March 7, 2019 by renholding

Executive compensation elicits strong opinions from shareholders, practitioners, and the public alike. Ideally, compensation packages should be designed to attract, retain, and motivate executives to perform in accordance with the objectives of their companies’ shareholders. This idea is consistent with …

How Better Corporate Governance Fosters Disruptive Innovation Through Executive Compensation

By Murat Alp Celik and Xu Tian February 18, 2019 by renholding

Innovation is the primary engine of growth in economies at the technological frontier, and a path to higher profits and growth for individual companies, as the likes of Apple, Alphabet, Microsoft, and Amazon make clear. CEOs play a crucial role …

Say-on-Pay Voting and CEO Compensation Structure

By Andrea Pawliczek September 13, 2018 by renholding

Since the financial crisis, much of the business  media have focused on the level of CEO compensation and how much it increases from the prior year, often calling out the CEOs with the highest pay. These articles in the New …

How Equitable Pay Can Affect Firm Performance

By Hamilton Elkins July 31, 2018 by renholding

Much of the discourse on income inequality between ordinary workers and top executives concentrates on a ratio of chief executive officer (CEO) compensation to average employee compensation. The business strategy, organizational structure, and size of a firm can influence the …

Sullivan & Cromwell Discusses Hot Topics in Corporate Governance

By Sullivan & Cromwell July 16, 2018 by renholding

Corporate Governance, Surveys, Policies and Reports

  • Lazard Report Finds Increased Shareholder Activism in Q1 2018: Lazard’s Quarterly Review of Shareholder Activism for Q1 of 2018 found increased activism by shareholders in terms of number of campaigns initiated, board seats
…

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Each business day, our team sifts through blog posts, news stories, and other sources to keep up-to-date on relevant recent developments. The following links will take you to our recommended selections. To see the sources we follow click Filter Sources.

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Cooley M&A
SEC Cuts Minimum Tender Offer Period
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Delaware Business Litigation Report
Delaware Supreme Court Addresses Implied Covenant in Earnout Dispute
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Oil Majors Return to Alaska
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SEC Moves to End “Gag Rule”
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Tariff-Recovery Suits Rising Again
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Insider Trading Scandal Exposes Gaps in Law Firms’ Security
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PCAOB Independence Rules Must Go
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Securities Suit Hits Private Credit Firm
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Apollo to Open Non-NYC Headquarters
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Wall Street Losing War With Crypto
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The Block
Senator Says No to Any Crypto Bill Without an Ethics Provision
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CFIUS Resuming Normal Operations
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30 Lawyers Accused of Insider Trading
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The Latest Jarkesy Developments
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JPMorgan, Blackrock Scoff at AI Bubble
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Delaware Chancery Allows Narrow Fraud Claim in M&A Earnout Case
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Delaware Business Litigation Report
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Financial Times
Ebay Weighs GameStop’s $56 Bln Offer
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Losers Dominate Prediction Markets
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Delaware Court Rules Disgorgement Not “Penalty” Precluding Coverage
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Buffett Fans Love 90s Berkshire Website
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Bloomberg
Bitcoin Lags Despite Booster Efforts
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Deal Lawyers.com
Private Equity Hits Bumpy First Quarter
May 3, 2026
Business Law Prof Blog
Shareholder Rights Are Losing Out to Promoters of “Wealth Maximization”
May 3, 2026
The Governance Beat
Beware Using AI to Draft Proxy
April 30, 2026
D&O Diary
Defendant Wins Securities Suit Trial
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Bloomberg
Fidelity Mandates Five Days in Office
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Small Polymarket Group Winning Big
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Deal Lawyers.com
Delaware Supreme Court Rejects Challenge to Advance Notice Bylaws
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Reuters
Starbucks Customers Coming Back
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Cleary Enforcement Watch
SEC, CFTC Offer Amendments to Reduce Form PF Reporting Burdens
April 29, 2026
D&O Diary
Blue Owl Shows D&O Private Credit Risk
April 29, 2026
Bloomberg
CEO Explains How He Faked Results in $300 Million Meltdown
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ABC News
Bankman-Fried Denied New Trial
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Wall Street Journal
UAE Exit Deals OPEC Major Blow
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Cleary M&A Watch
SEC Cuts Minimum Tender Offer Time
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Dealbook
Is OpenAI Lagging Further in AI?
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The Governance Beat
Federal Court Enjoins Company from Excluding Shareholder Proposal
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Law.com
SEC Chair: Crypto Needs Congress
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Bloomberg
China Blocks Already Done Meta Deal
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Dealbook
High-Stakes AI Clash Goes to Court
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The Governance Beat
Labor Department Indicates Proxy Advisers Have ERISA Fiduciary Duties
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Debevoise Insights
Do Boards Need AI Experts?
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Yahoo Finance
Insider Trading Cases Threaten a Reckoning for Prediction Markets
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Bloomberg
Italy Extradites Chinese Hacker to U.S.
April 26, 2026
New York Times
AI Start-Ups From Canada and Germany Merge to Take On Silicon Valley
April 26, 2026
Delaware Corporate & Commercial Litigation Blog
Delaware Chancery Upholds Tesla’s Texas Bylaw Forum Provisions
April 26, 2026
Deal Lawyers.com
Nasdaq Ups SPAC Listing Requirements
April 26, 2026
Business Law Prof Blog
When Is a Delaware Claim Derivative?
April 26, 2026
Reuters
Warner Shareholders Vote to Approve $110 Billion Merger With Paramount
April 23, 2026
Wall Street Journal
Meta Plans to Lay Off 10% of Workers
April 23, 2026
Bloomberg
Insider Trading Convictions Tossed on Appeal Because of Juror Bias
April 23, 2026
NY Attorney General
Coinbase, Gemini Sued for Gambling
April 23, 2026
Delaware Corporate & Commercial Litigation Blog
Chancery Imposes Attorneys’ Fees for Breach of Confidentiality Order
April 23, 2026
Bloomberg
American Air Explores Alaska Air Revenue-Sharing Deal
April 22, 2026
Reuters
Lululemon Names Nike Exec CEO
April 22, 2026
Wall Street Journal
Trump Nears Spirit Airlines Rescue
April 22, 2026
New York Times
Crypto Entrepreneur Files Fraud Suit Against Trump Family Firm
April 22, 2026
Sidley Enhanced Scrutiny
Chancery Reaffirms Caremark Limits
April 22, 2026
Bloomberg
Deutsche Telekom Eyes T-Mobile Tie-up
April 21, 2026
D&O Diary
Peloton Beats Product Safety Claims
April 21, 2026
Wall Street Journal
Cybercrime Is Big “Scambodia” Industry
April 21, 2026
BBC News
Insider Trading Vibe Taints White House
April 21, 2026
bitcoin.com
SEC Swaps Suits for “ACT” Strategy
April 21, 2026
New York Times
Chip Maker Cerebras Files for IPO
April 20, 2026
D&O Diary
Delaware Court Nixes “Public Offering” Exclusion in De-SPAC Coverage Case
April 20, 2026
Bloomberg
Scotus Mulls SEC Disgorgement
April 20, 2026
Investing.com
U.S. Will Punish Fraud, Insider Trading, Derivatives Regulator Tells Congress
April 19, 2026
Bloomberg
Crypto Bill Languishes in Senate
April 19, 2026
Financial Times
White Collar Defense Lawyers Idled
April 19, 2026
Bloomberg
Scotus May Nix Strongest SEC Remedy
April 19, 2026
Deal Lawyers.com
Delaware Chancery Bars Claims Release as Condition of Merger Payment
April 19, 2026
Wall Street Journal
Netflix Chair to Leave Board in June
April 16, 2026
The Governance Beat
Delaware Chancery Finds CEO’s AI Prompts May Be Subject to Discovery
April 16, 2026
D&O Diary
Cyber Incidents Have Long-Term Impact on Shareholder Value
April 16, 2026
Bloomberg
SEC Chair Atkins Faces Ticking Clock as He Reshapes Wall Street Rules
April 16, 2026
Business Law Prof Blog
Shareholder Voting Is Under Attack
April 16, 2026
Dealbook
Trump Warns He’ll Fire Powell, Again
April 15, 2026
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FTC Rule Targets Food Delivery Fees
April 15, 2026
The Governance Beat
SEC Chair Touts Pro-IPO Plan–Again
April 15, 2026
D&O Diary
IBM Settles DEI False Claims Act Case
April 15, 2026
Wall Street Journal
He Championed the Trumps’ Crypto Venture. Now He’s Attacking It.
April 15, 2026
Bloomberg
Amazon’s $11.6 Billion Globalstar Deal Amps Up Rivalry With Musk
April 14, 2026
Freshfields Blog
Regulators Start Policing Insider Trading on Predictions Markets
April 14, 2026
New York Post
Oracle Accused of Targeting Stock-Option Holders in Recent Layoffs
April 14, 2026
BBC News
Evergrande Founder Guilty of Fraud
April 14, 2026
Deal Lawyers.com
Chancery Enforces Forum-Selection Bylaw Before It Goes Into Effect
April 14, 2026
New York Times
Oil Shock Worse Than Some Thought
April 13, 2026
The Governance Beat
Trillium Uses Non-Lawsuit Tactic to Get Shareholder Proposal Included
April 13, 2026
Bloomberg
Trump’s World Liberty Investors Balk
April 13, 2026
Financial Times
Musk Hits Legal Losing Streak Ahead of Showdown With OpenAI’s Altman
April 13, 2026
Business Law Prof Blog
The Latest on Reincorporations
April 13, 2026
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