The NASPP Blog

Our popular “Meet the Speaker” series, featuring interviews with speakers at the 25th Annual NASPP Conference, is a great way to get to know our many distinguished speakers and find out a little more about their sessions in advance of the Conference.

For today’s “Meet the Speaker” interview, we feature an interview with Cameron O’Neill of ISS Corporate Solutions, who will lead the session “What You Need to Know about the ISS Equity Plan Scorecard for 2018.”  Here is what Cameron had to say:

NASPP: Why is the ISS Equity Plan Scorecard a particularly timely topic right now?

Cameron: The 2018 proxy season is right around the corner!  As you begin preparing for the equity plan you are putting on the ballot, we will do a deep dive into the ISS Equity Plan Scorecard.  We’ll review how issuers fared with the scorecard approach during its third year, trends on what companies are actually putting into their plans, and details on what companies should be thinking about for 2018 equity plan proposals.

Most companies have been through ISS’ EPSC at least once, but most have not yet faced the most significant new elements—especially the qualitative review of the overall impact of all amendments to the plan. ISS has collected data on thousands of equity plan proposals and we will provide broad benchmarking of 2017’s trends and innovations, as well as give examples of sample plan language that has worked in the past and may give the board more leeway.

NASPP: What is a common mistake companies make and how can they avoid this?

Cameron: Companies aren’t monitoring burn rate and dilution levels, or aren’t preparing for shareholder reaction to these fundamental aspects of equity plan evaluation. All of the companies that failed to get majority support for their equity plans had high dilution and burn rate levels that exceeded the average for their industries.

NASPP: What is the most innovative solution/response you’ve seen to your topic?

Cameron: As the ISS and institutional investor evaluations of equity plan features have grown in sophistication in recent years, there’s no shortage of creative minds crafting plan language designed to satisfy the Scorecard evaluation and yet subtly preserve board flexibility. The two areas in which we see this trend most often are in the treatment of equity after a change-in-control, and the imposition of minimum vesting requirements on awards granted under the plan. It’s then up to ICS’ team of advisors to work with our issuer clients to gauge the likelihood of these provisions being deemed adequate, and to suggest alternative formulations if need be.

NASPP: What is your favorite tourist attraction in DC?

Cameron: The International Spy Museum is a “must do” if you’re a spy buff like me!  As a fan of Jason Bourne, 007, The Americans, and any other spy movie or series out there, the International Spy Museum gives you the opportunity to be a crafty sleuth and dive into the world of espionage!  The museum has interactive spy experiences, a “School for Spies”, and a huge collection of espionage artifacts.  The museum is also very kid friendly, with special exhibitions just for the junior spies!

Don’t miss Cameron’s session, “What You Need to Know about the ISS Equity Plan Scorecard for 2018,” at the NASPP Conference!

About the NASPP Conference

The 25th Annual NASPP Conference will be held from October 17-20 in Washington DC. This year’s program features close to 100 sessions on today’s most timely topics in stock and executive compensation; check out the full agenda and register today!