Search the News Archive

Frederick W. Cook & Co. Comment Letter to SEC on Pay-for-Performance Disclosure (PDF)

8 pages. "[T]he burden imposed by the Rule varies by company with considerably more time and effort required for companies that grant stock options and/or have pension plans.... More importantly, and based on our sample study, we do not believe the disclosure (prepared according to the Rule) will accurately portray the relationship between executive compensation actually paid and the financial performance of the registrant (which was the directive of the statute)[.]"

Frederic W. Cook & Co. Comment Letter to SEC on Proposed Pay Ratio Rules (PDF)

"Among all the possible changes the Commission could make to the proposed rule, dropping non-U.S. employees would by far save the most time and expense for multi-national companies, while dramatically increasing the relevance and potential value to investors by eliminating the distortions listed in the proposed rule.... We recommend that the proposed rule be revised to allow the issuer the option of making full-time equivalent adjustments for part-time employees and temporary or seasonal employee, to avoid an obvious apples-to-oranges comparison."

Frederic W. Cook & Co. Comment Letter to SEC on Listing Standards for Compensation Committees (PDF)

3 pages. "The proposed regulations reproduce the statutory language that directs the committee to consider the revenues from the issuer as a percentage of total revenues. While this information may in certain circumstances be helpful we submit that many times it will significantly less helpful than another revenue comparison -- a comparison of revenues for services to the compensation committee to all revenues from the issuer."

Frederic W. Cook & Co. Comment Letter to SEC on Shareholder Approval of Executive Compensation and Golden Parachute Arrangements (PDF)

8 pages. "This letter sets forth the comments of Frederic W. Cook & Co., Inc. with respect to the proposed rules. Our comments are primarily in the form of responses to seven of the SEC's Requests for Comments. In addition, we have included one additional comment at the end of this letter."

Frederic W. Cook & Co. Comment Letter to SEC on SEC Initiatives Required under Dodd-Frank Act of 2010 (PDF)

9 pages.

Frederic W. Cook & Co. Comment Letter to SEC on Proposed Amendments to Requirements for Executive Compensation and Related Party Disclosure (PDF)

21 pages. Excerpt: This letter sets forth the comments of Frederic W. Cook & Co., Inc., which relate primarily to the proposed rules applicable to the disclosure of executive and director compensation under Item 402 of Regulation S-K.

Frederic W. Cook & Co., Inc. Comment Letter to Financial Accounting Standards Board on FASB Draft: Share-Based Payment (PDF)

3 pages. Excerpt: If the FASB is to impose an earnings charge on financial statements for the value of employee stock options at grant, it is important that the method chosen for measuring that value be fair and reasonable, reflect real economic values and costs, and be comparable across various industry sectors. It is unclear whether the proposed models, which were developed for transferable options and warrants with relatively short terms, meet these criteria.

Prevalence of Long-Term and Stock-Based Grant Practices for Executives at the 250 Largest Companies (PDF)

34 pages. Excerpt: [I]t appears that long-term incentive practices for executives are starting to stabilize, based on recent Frederic W. Cook & Co. research on practices at the 250 largest U.S. companies. Key findings from the Frederic W. Cook & Co. 2006 Top 250 report include the following: The prevalence of long-term incentive grant types continue to change (including a shift away from stock options towards restricted stock and performance awards), but at a slower pace than last year.

2009 Director Compensation: NASDAQ 100 vs . NYSE 100 (PDF)

27 pages. Excerpt: For the first time in the seven years that Frederic W. Cook & Co. has conducted its annual study of outside director compensation,median compensation for directors at the 100 largest NYSE companies exceeded that provided by the 100 largest NASDAQ companies. New to this year's report is an analysis on the prevalence of mandatory retirement policies for outside directors.

The 2009 Top 250 Survey on Long-Term Incentive Grant Practices for Executives (PDF)

30 pages. Excerpt: Key findings from the Frederic W. Cook & Co. 2009 Top 250 report include the following: The shift from the use of stock options (and stock appreciation rights) and time-vesting restricted stock awards tolong-term performance awards (performance shares and performance units) appears to have stabilized, though long-term performance awards continue to grow in prevalence. Long-term performance awards are almost as common as stock options (combined with stock appreciation rights). Design variations to 'plain vanilla' stock options remain virtually extinct.? Vesting periods of awards remain fairly stable while performance periods for performance awards have decreased slightly. Use of profit measures in long-term performance plans has increased in prevalence and remains the most widely used performance measure category.