Leadership1 publisher2 min readPublished
S&P 500 pay plans opposed by both ISS and Glass Lewis failed only 19% of the time in 2026
Pay Governance found just 19% of S&P 500 pay plans opposed by both ISS and Glass Lewis failed in 2026, down from 50% in 2022. The weight now sits with the five largest asset managers, whose own voting frameworks backed pay 95.6% of the time.
The Board Room · Leadership desk
What happened
- Average say-on-pay support at S&P 500 companies reached 90.3% in 2026, up from 87.1% in 2022 and the only reading above 90% in five years, Pay Governance found.
- When ISS and Glass Lewis both recommended against a pay plan, 19% of those plans failed to win majority support in 2026, compared with 50% in 2022.
- Opposition from a single advisor also lost force: 13% of ISS-opposed and 9% of Glass Lewis-opposed plans failed, down from 37% and 25% in 2022.
- The five largest asset managers backed say-on-pay 95.6% of the time and broke from advisor opposition in an overwhelming majority of cases.
- Only 5% of S&P 500 companies received less than 70% support this season, compared with 11% in 2022.
Compiled by The Board RoomSomething wrong?How this is made
Why it matters
- decision Compensation committees preparing for 2027 votes gain more from studying the proprietary pay frameworks of the five largest managers than from engaging ISS or Glass Lewis alone.
- constraint The number of against recommendations a company collects is now a weak guide to whether its plan fails, so advisor reports give less early warning than they did in 2022.
- precedent With more than 80% of plans passing despite opposition from both advisors, passing over advisor objections is now the expected outcome, and a committee can hold a contested design with less risk of a failed vote.
Between 2022 and 2026, the failure rate for pay plans opposed by both advisors fell 31 percentage points. That is a relative drop of 62% [1]. Emily Chase, Perla Cuevas and Linda Pappas of Pay Governance put the decline down to large institutional investors that apply proprietary voting policies and run their own compensation analyses [13][12]. "These results suggest that proxy advisor recommendations have become less determinative of SOP outcomes," they wrote [14].
The board-deck version says the advisors matter less and the big five matter more. Pay Governance counts those five as BlackRock, Vanguard, Fidelity Management & Research, State Street Investment Management and J.P. Morgan Asset Management [9]. That version is incomplete, because the advisors have not stepped back. Glass Lewis opposed 13% of S&P 500 pay proposals this season, slightly more than a year earlier, while ISS opposition fell to 9% [6].
A skeptic would say the market explains much of this. Failures have held at 1% of S&P 500 pay proposals since 2024 [5]. In those same years, one-, three- and five-year total shareholder returns were strongly positive, and the authors present the two trends as coinciding [5]. The data cannot tell investors who judge pay independently apart from investors who are content with their returns. We do not know yet how the big five's frameworks treat a large award in a year the share price falls. The 2026 figures are also year-to-date, drawn from the roughly 90% of S&P 500 companies that had held annual meetings by July 31 [2].
For compensation committees, the working threshold is 70%. When support falls below that level, investors expect more from the next proxy statement, which must disclose shareholder engagement and responsiveness [11]. The failure rates above only record whether a plan passed or failed. They do not show how far support fell at companies that passed over an advisor's objection. Awards a committee approves this year will be judged in the 2027 season by investors applying their own frameworks [12]. The authors' advice is that "understanding investor expectations and effectively communicating rationale for compensation decisions is critical to strengthening SOP support" [16].
What to watch
- The first say-on-pay season after a year of negative S&P 500 returns, and whether failure rates under dual advisor opposition climb back toward 2022's 50%.
- Full-season 2026 figures once the remaining roughly 10% of S&P 500 companies have held their annual meetings.
- Revisions to the big five managers' proprietary pay voting frameworks ahead of the 2027 proxy season.