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Registration is limited to approved members and guests.  If you did not receive an invitation and would like to attend an event, please register your request and someone from CEO Trust will respond. 

BoardTrust: Compensation Governance

  • April 21, 2025
  • April 23, 2025
  • 2 sessions
  • April 21, 2025, 1:00 PM 6:00 PM (EDT)
  • April 23, 2025, 11:00 AM 3:00 PM (EDT)
  • Virtual

Role, Responsibilities, and Process for the Compensation Committee

As executive compensation has steadily increased since the early 1990s, so has scrutiny of pay and the number of compensation standards intended to contain the growth of pay. Dodd-Frank’s imposition of Say-on-Pay in 2011 has been followed up with a host of disclosure rules culminating in the “Pay-vs-Performance” requirement implemented in 2022 and the enhanced ‘Clawback’ rule in 2023. The spotlight on Compensation Committees has not dimmed. Regulations and policies are proliferating from both the formal regulators at the SEC and the proxy advisory firms that serve as informal regulators of corporate governance. Through all these changes, Committees have had to retain their focus on the principal function of the Board, which is to support value creation at the companies they oversee.

In this program, we cover what directors need to know to be an effective Compensation Committee Member or Chair, including:

  • The role of the Committee, including its charter, fundamental responsibilities, and interactions with management and the rest of the Board
  • What the Committee oversees, including pay of top officers, company equity plans, pay-related disclosures, and an increasingly broader array of human resource issues
  • The Compensation governance process, including a typical planning calendar, working with advisors, and shareholder engagement

Beyond the basics, will cover select topics such as:

  • Management pay in the context of strategy
  • Peer group selection
  • Compensation metrics, including GAAP vs. non-GAAP and financial vs. non-financial measures
  • Proxy advisors
  • Other hot topics

Expect an intense exploration of Compensation Committee details along with time to interact with other top-tier Board candidates, public company Board faculty, and Compensation/Governance expert faculty. 

Approved Attendees Only: If you wish to learn more or apply to participate in this program, apply at ceotrust.org/apply. 

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