Episode Summary

Serving on the compensation committee has become a formidable challenge for most directors regardless of one’s background or career. Not only do compensation committees have to navigate a host of regulations and complex terminology, but over the last several years, shareholders have made a significant push towards transparency on how decisions are made. Say on pay now gives them a non-binding vote to approve or express their concern about proposed executive remuneration plans. Indeed, serving on the compensation committee has become a delicate balance of interests.

In this episode, Bob Romanchek, Partner with Meridian Compensation Partners, outlines five subject-matter issues that all committee members should know if they are joining or serving on a public company’s compensation committee.

“Over the last number of years, the process in executive compensation has become as important as the substance and all the technical rules.”

Romanchek shares his foundational “must knows” starting with a compensation plans inventory and ending with a proxy advisory review.