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We’ve posted the transcript from our recent webcast – “ISS Policy Updates and Key Issues for 2025.” ISS’s Marc Goldstein provided a recap of what transpired during the 2024 proxy season, discussed the proxy advisor’s recent policy updates (as of January 22) and shared thoughts on some issues companies will face in the 2025 proxy season. Davis Polk’s Ning Chiu & Jasper Street Partners’ Rob Main joined the dialogue with Marc.

One of the things Marc addressed is how ISS will view increased perk reporting due to higher spending on executive security arrangements. Marc confirmed that, like with all perks, ISS expects companies that are outliers in terms of reported perks amounts to explain why that’s the case.

That said, Marc noted that ISS recognizes the sensitivities with disclosure related to security expenditures and does not expect companies to disclose the specific types of threats that their executives may have received or why their executives are more vulnerable than those of other companies, which may exacerbate vulnerabilities. However, ISS would like to see evidence of measures the board took to ensure that the types and cost of security benefits are appropriate and reasonable, such as if a company has hired a third-party consultant and followed those recommendations.

If you aren’t already a member with access to this transcript and the on-demand audio replay, sign up today for a no-risk trial! You can do that online or by emailing sales@ccrcorp.com. Our “100-Day Promise” guarantees that during the first 100 days as an activated member, you may cancel for any reason and receive a full refund.

– Meredith Ervine