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Compensation Committee Forum - Agenda

November 14, 2017

8:00 a.m. – 8:45 a.m.

Registration and Breakfast

8:45 a.m. – 9:00 a.m.


  • David Chun, Chief Executive Officer, Equilar, Inc.
  • Jeff Thomas, Vice President, Nasdaq

9:00 a.m. – 9:45 a.m.

The Future of Exec Comp – Regulatory Expectations for 2018

Industry advisers will provide comprehensive insights on the status of outstanding Dodd-Frank rules and how compensation committees need to address CEO pay ratio and pay for performance disclosure.

  • Tim Bartl, President, Center On Executive Compensation
  • Arnold Golub, Vice President & Deputy General Counsel, Nasdaq
  • Eric Hosken, Partner, Compensation Advisory Partners
  • Amy Wood, Partner, Cooley
  • Moderator: F. Daniel Siciliano, Professor & Faculty Director, Arthur & Toni Rembe Rock Center for Corporate Governance; Associate Dean for Executive Education and Special Programs, Stanford Law School

9:45 a.m. – 10:30 a.m.

You Might Lose Your Say on Pay Vote If…

This panel will share lessons companies can lean based on outcomes from the 2017 proxy and shareholder engagement seasons. Gain a better understanding of proxy advisor and investor scrutiny around executive pay to establish stronger governance practices that will help your board avoid a poor Say on Pay vote.

  • Karen Bogart, Board Member, Mohawk Industries and Michelman
  • Kern McPherson, Senior Director, North American Research, Glass, Lewis & Co.
  • Reid Pearson, Executive Vice President, Alliance Advisors
  • Moderator: TK Kerstetter, Host, Inside America’s Boardrooms

10:30 a.m. – 10:50 a.m.

Networking Break

10:50 a.m. – 11:35 a.m.

The Art and Science of Creating Peer Groups for Executive Pay

Peer groups garner investor scrutiny for a variety of reasons, and selecting the right group is critical to ensure proper pay-for-performance and executive retention analysis. Obtain advice on how to select the most relevant peers and use the benchmarking process to drive strategic and defendable compensation decisions.

  • Nola Masterson, Chairman of the Board, Repros Therapeutics Inc.; Board Member, Zivo Biosciences
  • Michael Ross, Global Head of Human Resources, Visa Inc.
  • James Vaughan, Partner, Mercer

11:35 am – 12:05 p.m.

Table Talk – Peer Insights on Compensation Challenges

  • Board Compensation
  • HR and Comp Committee Relations

12:05 pm – 12:50 p.m.


12:50 p.m. – 1:35 p.m.

Balancing Act: Aligning Goals, Incentive Metrics and Executive Performance

A number of factors influence the way companies select incentive metrics and, in turn, grant equity. Part of the equation is finding the right balance of qualitative and quantitative metrics to support short- and long-term goals. This panel will explore the process of goal-setting, metrics selection and the use of discretion. Additionally, panelists will address how competitive influences and market volatility impact the equation to align pay for performance with strategy and risk-taking.

  • Derek Bingham, Vice President, Global Investment Research, Goldman Sachs
  • Dan Pittard, Board Member, WD-40
  • Linda Steffen, Lead Consultant, Meridian Compensation Partners
  • Moderator: Matthew Goforth, Senior Governance Advisor, Equilar Inc.

1:35 pm – 2:20 p.m.

Expanding the Scope: The Comp Committee’s Role in Talent Strategy and Compensation Below the CEO

CEO succession is inevitable. Whether this inevitability is rapidly approaching or looming in the distance, every company should be fully prepared to address it at any moment. This panel will look specifically at how to approach compensation as part of the process to retain and reward key talent below the CEO as part of a strategic CEO succession plan.

  • Jan Koors, Managing Director, Pearl Meyer
  • Katie Watson, EVP of Human Resources, Gilead Sciences
  • Kathleen Weslock, EVP & Chief People Officer, Frontier Communications
  • Moderator: Scott Cawood, President & CEO, WorldatWork

2:20 pm – 2:35 p.m.

Networking Break

2:35 pm – 3:20 p.m.

Avoiding the Front-Page News: Exploring Reputational Risks of CEO Termination Pay

CEO exit packages often land on the front page news with strikingly rich pay-outs and perks. This panel will delve into executive severance arrangements and related considerations, including triggers, incentive treatments, benefits and clawbacks, as well as debate the use of golden parachutes.

  • Ben Stradley, Partner, Pay Governance
  • Doreen Lilienfeld, Partner, Shearman & Sterling
  • Additional speaker to be announced

3:20 pm – 4:05 p.m.

Order From Chaos: Interpreting Your Pay Program to Win Investors’ Confidence

Shareholder engagement is an ongoing focus in board governance. This panel will help you prepare for the 2018 proxy season with tips to improve your proxy and CD&A disclosures to effectively communicate your pay decisions. In addition, gain tangible feedback on shareholder engagement best practices.

  • Brian Holmen, Associate Client Partner, KornFerry Hay Group
  • Lyndon Park, Head of Corporate Governance, Dimensional Fund Advisors
  • Moderator: Ron Schneider, Director, Governance Services, Donnelley Financial Solutions

4:05 p.m. – 5:30 p.m.

Networking Reception

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