proxy statement
A document filed with the SEC that notifies shareholders of issues to be voted on at the annual meeting, including executive compensation and board elections.
Example
“The proxy statement revealed the CEO's $50 million compensation package, sparking shareholder outrage.”
Memory Tip
PROXY statement = the voting document. Shows executive pay and asks you to vote on company matters.
Why It Matters
If you own shares in a company, the proxy statement directly affects your ability to influence corporate decisions and hold leadership accountable. Understanding what is being voted on helps you make informed decisions about whether to support management proposals or vote for alternative candidates to the board.
Common Misconception
Many shareholders believe that proxy statements are optional reading or that their individual vote does not matter in large corporations. In reality, proxy votes can swing close elections, and reviewing the statement helps you identify potential red flags about executive pay or governance issues that could impact your investment.
In Practice
A shareholder receives a proxy statement showing the company paid the CEO 15 million dollars while the stock declined 20 percent that year. The statement also lists three board candidates, one of whom is an independent director with relevant industry experience. The shareholder votes against the executive compensation package and votes for the independent candidate to strengthen board oversight of management performance.
Etymology
PROXY (acting on behalf of another) STATEMENT. A STATEMENT sent to allow shareholders to vote by PROXY.
Common Misspellings
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