The annual proxy for this biotechnology company had the following proposals:
- Proforma votes on directors, appointment of auditors, and “say-on-pay” advisory vote
Magni voted for proforma proposals:
- Directors – The board has a majority of independent directors and some have CEO/CFO experience with other companies. The compensation of directors is disclosed with a meaningful portion in equity where the equity has restrictions to align director incentives with long-term value creation. The compensation levels are set using a benchmarking process.
- Auditors – There appear to be no controversies with the financial statements of the company.
- “Say-on-pay” Advisory Vote – The proxy materials documented shareholder engagement activities and those activities explicitly included compensation as a topic. The peer group was listed and the criteria for inclusion is objective.