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  • July 2013 (Revised September 2019)
  • Case

Say on Pay: Qualcomm, Inc. Shareholders Vote 'Maybe'

By: Suraj Srinivasan, Charles C.Y. Wang and Kelly Baker
This case centers around Qualcomm shareholders' 2012 Say-on-Pay vote and the dispute between the Institutional Shareholder Services and management regarding the appropriateness of the CEO's compensation plan. Was ISS right that Qualcomm's CEO's pay was inflated and... View Details
Keywords: ISS; Proxy Advisor; Investor Communication; Investor Relations; Peers; Say-on-Pay; Benchmarking; Peer Group; Compensation Committees; Board Of Directors; Governing and Advisory Boards; Executive Compensation; Corporate Governance; Business and Shareholder Relations; Telecommunications Industry
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  • December 2024
  • Article

Proxy Advisory Firms and Corporate Shareholder Engagement

By: Aiyesha Dey, Austin Starkweather and Joshua White
We study how Institutional Shareholder Services (ISS) affect firms’ engagement with shareholders. Our analyses exploit a quasi-natural experiment using say-on-pay voting outcomes near a threshold that triggers ISS to review engagement activities. Firms receiving ISS... View Details
Keywords: Business and Shareholder Relations; Governing and Advisory Boards; Policy; Voting
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  • Awards

INFORMS Information Systems Society (ISS) Practical Impacts Award

By: Feng Zhu
Winner of the Inaugural ISS Practical Impacts Award from the Institute for Operations Research and the Management Sciences Information Systems Society (INFORMS ISS) in 2020. View Details
  • January 2022 (Revised February 2022)
  • Case

Introducing EVA at ISS: A Better Way to Evaluate CEO Performance and Compensation?

By: Jonas Heese, Charles C.Y. Wang and James Weber
In early 2019, Anthony Campagna, the global director of fundamental research at ISS EVA, a unit of the proxy advisory firm Institutional Shareholder Services (ISS), was preparing to release ISS's analyses of public company performance and CEO compensation ahead of Say... View Details
Keywords: Jobs and Positions; Compensation and Benefits; Performance; Performance Productivity; Measurement and Metrics; Analytics and Data Science; Value; Business or Company Management; Performance Evaluation; Business and Shareholder Relations
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  • October 2013 (Revised September 2014)
  • Case

The TELUS Share Conversion Proposal

By: Lucy White, Benjamin C. Esty and Lisa Mazzanti
On February 21, 2013, TELUS announced a proposal to convert the firm's non-voting shares into voting shares on a one-to-one basis, thereby eliminating the firm's dual class structure. Shareholders were scheduled to vote on the proposal at the firm's annual general... View Details
Keywords: Proxy Contest; Proxy Battle; Proxy Advisor; ISS; Glass Lewis ＆ Co.; Hedge Fund; Short Selling; Share Lending; Telecommunications; Voting Rights; Empty Voting; Equity Decoupling; Share Unification; Dual Class Shares; Canada; Exchange Ratio; Shareholder Activism; Shareholder Votes; Investment Activism; Public Equity; Capital Structure; Investment Return; Corporate Governance; Corporate Finance; Ownership Stake; Business and Shareholder Relations; Valuation; Telecommunications Industry; Canada; British Columbia; United States; New York (city, NY)
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  • July 2011 (Revised September 2011)
  • Case

CEO Compensation at GE: A Decade with Jeff Immelt

By: V.G. Narayanan and Lisa Brem
When ISS, a large shareholder advisory group, recommended a "no" vote on Jeff Immelt's award of 2 million stock options in April 2011, GE's compensation committee had to decide whether to rescind or amend the award or ignore the ISS recommendation. Was Immelt's 2010... View Details
Keywords: Budgets and Budgeting; Stock Options; Stock Shares; Annual Reports; Executive Compensation; Compensation and Benefits; Business and Shareholder Relations; Performance Evaluation; Corporate Governance; Corporate Accountability; Energy Industry; Financial Services Industry
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  • March 2014 (Revised May 2014)
  • Teaching Note

The TELUS Share Conversion Proposal

By: Lucy White and Benjamin C. Esty
On February 21, 2013, TELUS announced a proposal to convert the firm's non-voting shares into voting shares on a one-to-one basis, thereby eliminating the firm's dual class structure. Shareholders were scheduled to vote on the proposal at the firm's annual general... View Details
Keywords: Proxy Contest; Proxy Battle; Proxy Advisor; ISS; Glass Lewis ＆ Co.; Hedge Fund; Short Selling; Share Lending; Telecommunications; Voting Rights; Empty Voting; Equity Decoupling; Share Unification; Dual Class Shares; Canada; Exchange Ratio; Shareholder Activism; Shareholder Votes; Investment Activism; Public Equity; Capital Structure; Investment Return; Corporate Governance; Corporate Finance; Ownership Stake; Business and Shareholder Relations; Valuation; Telecommunications Industry; Canada; British Columbia; United States; New York (city, NY)
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  • January 2014 (Revised January 2014)
  • Case

Showdown at Cracker Barrel

By: Suraj Srinivasan and Tim Gray
In the fall of 2011, activist investor, Sardar Biglari, has acquired nearly 10% ownership in the Cracker Barrel restaurant chain. He believes that the board and senior management have failed and the company has underperformed relative to its peers. When he is denied a... View Details
Keywords: Boards; Activist Investors; Proxy Battles; Shareholder Activism; Peer Firm; Ratio Analysis; Financial Accounting; Financial Analysis; Board Of Directors; Boards Of Directors; Financial Intermediaries; Financial Analysts; CEO Turnover; New CEO; Peer Groups; Hedge Fund; Hedge Funds; Proxy Contest; Proxy Fight; Proxy Advisor; Proxy Battle; Financial Statement Analysis; Financial Strategy; Corporate Governance; Corporate Disclosure; Governing and Advisory Boards; Competition; Valuation; Business Strategy; Value Creation; Business and Shareholder Relations; Financial Reporting; Financial Statements; Retail Industry; Food and Beverage Industry; United States
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  • 2019
  • Working Paper

Stewardship Codes and Shareholder Voting on Disputed Ballot Measures

By: Trang T. Nguyen and Charles CY Wang
This study examines the impact of stewardship codes on investor voting behavior in disputed ballot measures-- where ISS's recommendation differs from management's recommendation-- across nine countries. U.S. institutional investors' voting behavior in adopting country... View Details
Keywords: Stewardship Codes; Investment; Voting; Behavior
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  • December 2017 (Revised June 2021)
  • Case

Tesla's Bid for SolarCity

By: Charles C.Y. Wang and Raaj Zutshi
In October 2016, Tesla asked its shareholders to ratify their $2.4 billion bid for SolarCity. Tesla had announced a series of large projects in the preceding months including the unveiling of the Model 3, the new Solar Roof, and pushing forward the opening of the... View Details
Keywords: Mergers and Acquisitions; Business and Shareholder Relations; Project Finance
Related
  • Research Summary

Current Research: Issues in Corporate Governance

Effectiveness of shareholder voting
Reform of shareholder voting is a key component of legislation arising from the financial crisis of 2008. Professor Gow examines the effect of shareholder voting on corporate actions, particularly on... View Details
  • Web

Technology & Operations Management Awards & Honors - Faculty & Research

IAM2014S International Conference on Innovation and Management (Honolulu, Hawaii, 15-18 July 2014) for “Taking a Meaning Perspective: A Third Dimension of Innovation,” with Åsa Öberg. Feng Zhu : Winner of the Inaugural ISS Practical... View Details
  • 27 Apr 2015
  • Lessons from the Classroom

Leadership Lessons From Outer Space

Spangler Auditorium at HBS. Hands-off is Virts' usual management style in the space station, he said, considering the pedigrees of the current crew. His colleagues and bunkmates include former ISS commander Scott Kelly; Anton Shkaplerov,... View Details
Keywords: by Carmen Nobel; Aerospace
  • 26 Feb 2019
  • First Look

New Research and Ideas, February 26, 2019

link: https://www.hbs.edu/faculty/Pages/item.aspx?num=55659 Are ISS Recommendations Informative? Evidence from Assessments of Compensation Practices By: Albuquerque, Ana, Mary Ellen Carter, and Susanna Gallani Abstract— Using detailed... View Details
Keywords: Dina Gerdeman
  • 01 Sep 2014
  • News

In My Humble Opinion: Terry Virts (GMP 11, 2011)

February 2010. Virts, 46, returns to space November 24, launching from Kazakhstan in the Soyuz spacecraft for a six-month mission on the ISS to carry out maintenance and to conduct life-science experiments involving muscle and bone... View Details
Keywords: Julia Hanna
  • 25 Feb 2014
  • First Look

First Look: February 25

Biglari initiates a proxy fight in an attempt to win a board position and change the direction of Cracker Barrel's strategy. Two leading proxy advisory firms, ISS and Glass Lewis, disagree on supporting Biglari. One advises shareholders... View Details
Keywords: Sean Silverthorne
  • 12 Oct 2011
  • First Look

First Look: October 12

whether to rescind or amend the award or ignore the ISS recommendation. Was Immelt's 2010 pay in line with his performance? How would shareholders vote on the advisory "say on pay" ballot question at GE's annual meeting in... View Details
Keywords: Sean Silverthorne
  • 25 Mar 2014
  • First Look

First Look: March 25

Harvard Business School Case 214-027 ISS A/S: The Buyout Provides the opportunity to value a leveraged buy-out and to examine the nature and extent of a company's responsibilities to its bondholders. Here, the context is a "going... View Details
Keywords: Sean Silverthorne