An Update on Shareholder Advisory Votes in Graphs

As of February 22, 2011 250 non-TARP participating companies have filed preliminary or definitive proxy materials containing shareholder advisory votes on executive compensation (Say on Pay) and shareholder advisory votes on the frequency of Say on Pay votes (Say on Frequency).  The following is a brief update on the initial filings and results:

Also as of February 22, 2011, 87 companies have disclosed the results of their initial Say on Pay vote and 88 have disclosed the results of their initial Say on Frequency vote (one smaller reporting company voluntarily complied with the Say on Frequency vote, but not the Say on Pay vote, accounting for the difference in the number of reported results).  Of the companies that have disclosed results, 86% have considered their Say on Pay vote successful if approved by a majority of shareholders and 68% have considered the Say on Frequency choice that has received a plurality of votes to be the Say on Frequency choice of their shareholders.

Of the companies have disclosed the results of their initial Say on Frequency vote 68% have reported that their shareholders have voted to approve either the same Say on Frequency choice as recommended by their board of directors or, where their board of directors has not made a recommendation, an annual, biennial or triennial choice. The remaining 32% have reported that their shareholders have voted to approve an annual Say on Frequency choice as opposed to the biennial or triennial choice recommended by their board of directors.