Incentive Plan Outliers: Winning shareholder approval for Equity Incentive Plans without ISS or Glass Lewis support

Equity Incentive plan proposals are the most common proxy proposal that all US companies will have to encounter at
some point besides the legally required directors, auditors, and say on pay proposals. An against
recommendation from ISS or Glass Lewis on this proposal can be concerning especially at the beginning of
the voting process if the proposal has less than 50% support. Despite ISS recommending against
approximately 25% of equity plan proposals, and Glass Lewis 15%, only a very small number (less than 2%)
of equity plan proposals fail each year.

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