Reprinted with permission from The Legal Intelligencer, September 11, 2017.

While shareholders across different business sectors necessarily have diverse concerns, executive compensation is a topic that remains at the top of nearly all shareholders' lists of corporate governance priorities. Largely beginning with the implementation of "say-on-pay" votes under The Dodd-Frank Wall Street Reform and Consumer Protection Act (the Dodd-Frank Act), companies have increased communications with shareholders and have begun more recently to proactively respond to shareholder concerns. A significant sea change in both evaluation and disclosure emerged over the last five years with respect to pay for performance. Not only did the Dodd-Frank Act address pay for performance clearly as a result of the financial crisis, but shareholders and their advisers have persistently pushed for it. And companies and their boards of directors have listened and continue to listen. By directly linking pay and performance, the connection between the interests of executives and shareholders is stronger than ever. A significant question, however, remains—how best to measure performance. This question is complicated and constantly evolving. Read More.