February 27, 2019

Survey Results: Board Fees for CEO Search

Here are results from our recent survey on board fees for CEO searches (the sample size was small, FYI):

1. During our most recent CEO search, we paid a search-related fee to the directors who led the search:
– Yes – 7%
– No – 57%
– We haven’t conducted a CEO search – 36%

2. For those paid the search-related fee, the total amount paid to each director was:
– $25,000 or more – 0%
– $15,000-$25,000 – 50%
– $5,000-$15,000 – 0%
– Less than $5,000 – 50%

3. For those paid the search-related fee, the fee was structured as:
– Per-meeting & per-interview fee – 0%
– Periodic additional retainer – 0%
– Additional “committee” fee – 100%

4. For those paid the search-related fee, the fee was based on:
– Compensation consultant survey & recommendation – 50%
– Informal estimate of extra time commitment – 50%

Please take a moment to participate anonymously in these surveys:

“Quick Survey on Ending Blackout Periods”
“Quick Survey on Drafting Proxy Statements, Glossy Annual Reports & Form 10-Ks”

D&O Insurance: Policy Priorities

This 28-page survey from Allen & Overy and Willis Towers Watson summarizes the most common D&O concerns – not too surprising that cyber threats now top the list, but less expected is the fact that health & safety is now in the top five – as well as the coverage issues that are most important to directors and officers. These are their top policy priorities:

1. D&O policy and/or company indemnification is able to respond to claims in all jurisdictions

2. How claims against D&Os will be controlled and settled

3. Broad definition of who is insured

4. Clear and easy-to-follow policy terms

5. Whether there is cover for the cost of advice at the early stages of an investigation

Cyber Insurance: Standalone Policies Gain Steam

This PartnerRe/Advisen survey of cyber insurance trends reports that for the last couple years, companies have been shifting from endorsements to standalone policies – in order to get higher dedicated limits and expanded business interruption coverage. In fact, as also noted in this Allianz survey, “BI” coverage was the most sought-after type of protection – displacing data breach from its long-standing spot at the top of cyber-protection priority lists. It’s also helpful to know that many more small- and mid-sized companies are hopping on the cyber insurance bandwagon.

Liz Dunshee