Marc Hodak

  • Disclosure: Too much of a good thing?

    dubai-in-the-fog-wallpaperDisclosure:  Too much of a good thing?

    Transparency has its benefits.  It enables shareholders to see into the company they own, and thereby judge whether it’s worth owning.  The main mechanism for transparency in the corporate world is company disclosures.  Does that mean that more disclosure is better?  This article suggests otherwise:  read more


  • The hidden risk of "at-risk" pay

    May 30th blogThe hidden risk of "at-risk" pay

    On Monday, Staples, Inc will try to win its "Say-on-Pay" vote with ISS recommending against approval the executive compensation plan. ISS made its recommendation based on its usual arbitrary, micro-managing concerns which are not the subject of this post. Here, I want to highlight the problem Staples created for itself, without anyone's help, and unintentionally revealed in this pair of sentences:

    The [Compensation] Committee... recognized the need to address retention of key talent and to continue to motivate associates in light of the fact that we did not pay any bonus under the Executive Officer Incentive Plan or Key Management Bonus Plan in 2013 and 2012...Read more


  • The Last Refuge of Scoundrels

    0The Last Refuge of Scoundrels

    It used to be said that patriotism was the last refuge of scoundrels. Now that patriotism is being viewed with more irony than honor among a certain portion of Americans, I think the "last refuge" has become the bashing of "fat cats." My evidence is a recent spate of articles on how President Obama, who is polling rather poorly these days, is once again going after Wall Street bonuses. There is no surer way to get heads nodding again when you speak.

    I nod, too, but for a different reason. I continue to be astounded by the idea that banks had been managing the well-understood "trader's option" problem for decades, then suddenly lost the ability to do so in the mid-2000s, and crash goes the financial system. This explanation simply doesn't hold water. Neither does the idea that bankers suddenly became "greedy" in the mid-2000s, and crash went the financial system. No. If one wishes to develop a cogent theory about "what went wrong," one must identify distinguishing characteristics, not common, long-imbedded ones.... Read more


  • The Unexpected Retreat on Corporate Political Spending

    The Unexpected Retreat on Corporate Political Spending

    New SEC Chairpersons tend to bring along new priorities. Mary Shapiro, former FINRA regulator, brought a strong regulatory agenda. Mary Jo White, former United States Attorney, is bringing a strong prosecutorial agenda. This shift in priorities appears to have manifested itself in a new Rule List that, at least for now, drops the push for disclosure of corporate political contributions. The pro-regulatory crowd is not going to be happy. Read more...