Shareholders’ Say on Pay: Does It Create Value?
研究发现,当国会通过薪酬投票法案时,市场对高管薪酬过高、薪酬绩效敏感性低且对股东压力敏感的公司反应积极;但活动人士发起的提案常针对大公司而非薪酬过高的公司,市场对劳工发起的提案反应负面,而对提案被否决反应正面。
Abstract Congress and activists recently proposed giving shareholders a say (vote) on executive pay. We find that when the House passed the Say-on-Pay Bill, the market reaction was significantly positive for firms with high abnormal chief executive officer (CEO) compensation, with low pay-for-performance sensitivity, and responsive to shareholder pressure. However, activist-sponsored say-on-pay proposals target large firms, not those with excessive CEO pay, poor governance, or poor performance. The market reacts negatively to labor-sponsored proposal announcements and positively when these proposals are defeated. Our findings suggest that say-on-pay creates value for companies with inefficient compensation but can destroy value for others.