"Shareholders casting executive compensation 'say-on-pay' votes suddenly got tougher on midsize companies this year," reports the Wall Street Journal (June 26, Chasan). Around 5 percent of midsize companies with market values between $2 billion and $10 billion have failed to obtain majority support at annual meetings this year. That is more than twice the 2 percent in the previous proxy season, a review of nearly 2,800 annual meetings by Broadridge Financial Solutions Inc. and PricewaterhouseCoopers shows. "After paying close attention to the say-on-pay votes at the biggest firms over the past few years, shareholders may be 'increasing the spotlight' on the smaller firms in their portfolios," reasons Chuck Callan, senior vice president of regulatory affairs at Broadridge, which processes proxy votes for thousands of firms each year. Even though say-on-pay votes are non-binding, companies are required to conduct them regularly under the 2010 Dodd-Frank Act. Failures are often considered a black mark by corporate directors.
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