Several community banks gave shareholders a bigger voice in the say-on-pay debate this year.
The Dodd-Frank Act requires companies to put their pay practices to a shareholder vote every three years. At least three banks used their annual meetings to let shareholders decide if they wanted to vote more frequently on compensation.
It seems to be a noble move, given concerns by some industry observers that these nonbinding advisory votes could serve as a lightning rod for management and boards due to the compensation disclosures associated with the votes.
Ameris Bancorp, BankUnited and BancFirst gave shareholders three options: annual say on pay votes, tallying votes every other year, or sticking with a three-year default. The results were interesting.
Ameris (ABCB), a $3 billion-asset company in Moultrie, Ga., was the only one of the three where shareholders wanted annual voting. Two thirds of the votes cast supported annual say-on-pay votes. In comparison, about 30% wanted the nonbinding votes every three years, and a mere 1% were on board with every other year.
BancFirst (BANF) in Oklahoma City disclosed in a regulatory filing Thursday that it will hold advisory votes on executive compensation every three years, in accordance with the will of its shareholders. A year earlier, shareholders of the $5.7 billion-asset company supported holding the advisory vote every three years.
BankUnited (BKU), which is based in Miami Lakes, Fla., disclosed that 71% of its shareholders supported advisory votes every three years, compared to 29% in favor of annual votes and negligible backing for the two-year plan. The $12.2 billion-asset company, which found new lift after private equity bought a failed thrift in 2009, had an initial public offering early last year.
It will be interesting next year to see if other banks decide to give shareholders a similar say on the frequency of advisory votes. What do you think about allowing investors to determine the intervals for say-on-pay voting?