Early Negative Returns on Say on Pay -- Update

By Cydney Posner

Corporate Counsel reports this morning on another failed vote on a say-on-pay proposal: Beazer Homes. As reported in the company's Form 8-K, stockholders voted against the say-on-pay proposal by the following vote: 20,172,993 shares for, 23,632,597 shares against, 142,674 share abstentions and 19,202,895 broker non-votes. Note again the large number of broker non-votes, which, if discretionary voting by brokers were permitted, could well have made the difference since, in the absence of instruction from owners, brokers frequently vote with management. That brings the total to two failed votes out of a relatively small number that have reported meeting results thus far (approx 33 as of February 4 as reported by Mark Borges).

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