Today begins the window where certain public companies in the U.S. and Canada have the option of submitting changes to their respective peer groups to Institutional Shareholder Services Inc. (“ISS”). The submission window closes next Friday at 8:00 PM EDT, July 19, 2019.
ISS’ invitation is directed to companies with annual meetings scheduled between September 16, 2019 and January 31, 2020 that have changed or anticipate changing their respective peer group from their last proxy disclosures. ISS advises that “[s]ubmissions should reflect peer companies used (or to be used) by the submitting company for pay-setting for the fiscal year ending prior to the company’s next upcoming annual meeting.”
Each proxy season, ISS constructs a peer group for each company prior to the company’s new proxy statement. ISS’ peer group selection is based in part on the benchmarking peers disclosed in the company’s prior proxy statement. ISS also gives companies an opportunity to notify ISS of updated benchmarking information.
Companies with no changes “to their previous proxy-disclosed executive compensation benchmarking peers” or that do not wish to provide this information in advance of their upcoming proxies are not required to make a submission. ISS nonetheless encourages these companies to verify with ISS that the proxy advisor has the correct peer group information on file.
Additional information on the ISS peer submission process, including links to ISS’ most recent peer selection methodology for the U.S. and Canada, is available on the ISS website.