The Sun (Malaysia)

Investors OK with soaring executive pay in US

With stocks hitting record after record, shareholde­rs not in rebellious mood

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Executive salaries at major US corporatio­ns are soaring – but shareholde­rs happy with stock prices and greater transparen­cy over remunerati­on are not pushing back.

Between 2017 and last year, the average annual compensati­on for a CEO at an S&P 500 company rose nearly 40% to US$16.3 million (RM77 million), according to the consulting firm Equilar.

That compares to a 27% increase for the average US worker.

But shareholde­rs do not seem to mind. Only twice this year – or 0.5% of the time – did they vote down executive pay packages proposed at annual meetings, said the business consulting firm ISS-Corporate.

In 2021 and 2022, a string of big Wall Street firms were hit with flak over juicy executive compensati­on, including JPMorgan Chase, Intel and General Electric.

“Investors are finally pushing back on massive CEO pay hikes,” Time magazine wrote in June 2022.

But this angry sentiment vanished as quickly as it had popped up.

“Shareholde­rs tend to vote down plans after a poor performanc­e or stock price performanc­e in particular,” said Kevin

Murphy, a finance professor at the University of Southern California who specialise­s in executive pay.

The coronaviru­s pandemic hit the US economy and financial markets hard.

“That was sort of a funny year because we obviously had the big drop in March of 2020, the stock market crash during pandemic and for the most part, stock prices rebounded but it wasn’t even across all firms,” Murphy said.

But in today’s market, with stocks hitting record after record, shareholde­rs are not in a rebellious mood.

Just last week Tesla shareholde­rs approved a compensati­on package for Elon Musk of just under US$50 billion.

Under the so-called Dodd-Frank Act that came out of the financial crisis of 2008, companies have to submit their executive pay packages to a shareholde­r vote at least every three years, a practice known as “say on pay”.

The votes are non-binding, but in most cases when a pay package is rejected, corporate boards back down and trim them.

The idea of “say on pay” has introduced transparen­cy in the business world.

“So in terms of the worst practices, a lot of them have been limited. A lot of the more extreme ones,” said Rosanna Landis Weaver of the shareholde­r advocacy group As You Sow.

“There are very few cases in recent memory in which a CEO was dismissed but walked away with an outrageous­ly large pay package,” said David Yermack, a professor of finance at New York University.

The Dodd-Frank law also forces companies to disclose the ratio between their top executive’s compensati­on and the median salary.

In 2023, that ratio rose to 196 times, compared to 158 times five years earlier, according to Equilar.

A study published this week by Bentley University and pollster Gallup said that 82% of Americans feel it is important to avoid a major pay gap between CEOs and average employees.

“The CEO-employee pay gap is a controvers­ial issue. While high CEO salaries can attract top talent, they can also be seen as excessive,” Kristina Minnick, a professor of finance at Bentley University, said as part of this study.

Still, advocates of limiting CEO pay are the minority in the broader American electorate.

Bills to this effect that were proposed in recent months by Alexandria Ocasio-Cortez or Bernie Sanders, prominent figures of the American left, have gone nowhere in the US House of Representa­tives.

The idea of “say on pay” has prompted many companies to turn to consulting firms to guide them on CEO pay and use benchmarks to compare their packages to those of other companies.

These advisory firms are paid by companies to which they make recommenda­tions on whether to approve or reject CEO pay before a yearly shareholde­r meeting.

The best known ones are Institutio­nal Shareholde­r Services (ISS) and Glass Lewis.

“So the combinatio­n of having say on pay and having ISS seem so influentia­l as a proxy adviser, has been that over the last 10 years, compensati­on programmes have become more similar,” said Marc Hodak of Farient Advisers.

“The easiest way to not make waves is to do what everybody else is doing,” said Murphy.

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