Center On Executive Compensation

Donnelley Helps Firms ‘Raise the Bar” with Enhanced Proxy Disclosures

Proxy and financial statement design firm Donnelley Financial Solutions released its 10th annual "Guide to Effective Proxies", a comprehensive resource designed “as a tool to help you evolve your proxy into a more effective communication piece.” 

As proxy statements have grown in length to address increasingly complex topics such as ESG, shareholder activism, and board diversity, organizations are seeking ways to make this shareholder communication more engaging. 

The online guide includes searchable examples from large-company proxies for each common component and discusses newer topics employers are addressing like workforce diversity, expanded board director skills and competencies and ESG accomplishments. Companies that effectively disclose their pay for performance in charts and graphs are cited which could help organizations determine how they will depict their pay for performance relationships under the new SEC requirements. 

Trends and innovative visual elements are also called out in the report. Some noteworthy ones include:

  • The increasing prominence of letters from the CEO, Board Chair or Independent Lead Director with messages to investors on company strategies as well as key accomplishments towards goals and recent challenges.

  • Adding context to peer group companies like market cap, revenues, and employee headcount to explain why the peers were chosen.

  • The use of timelines to remind investors of key events, company history and progress related to governance and compensation practices.

Published on: September 30, 2022

Authors: Megan Wolf

Topics: Proxy Advisory Firms

Megan Wolf

Director, Practice, HR Policy Association and Center On Executive Compensation

Detailed Bio


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