Case | HBS Case Collection | July 2013 (Revised September 2014)

Say on Pay: Qualcomm, Inc. Shareholders Vote 'Maybe' in 2012

by Suraj Srinivasan, Charles C.Y. Wang and Kelly Baker

Abstract

This case centers around Qualcomm shareholders' 2012 Say-on-Pay vote and the dispute between the Institutional Shareholder Services and management regarding the appropriateness of the CEO's compensation plan. Was ISS right that Qualcomm's CEO's pay was inflated and justified by benchmarking to aspirational peers? Or was management correct that its CEO's pay is warranted by Qualcomm's recent firm performance?

Keywords: Executive Compensation; ISS; proxy advisor; investor communication; investor relations; peers; Say-on-Pay; benchmarking; peer group; corporate governance; compensation committees; board of directors; Governing and Advisory Boards; Executive Compensation; Corporate Governance; Business and Shareholder Relations; Telecommunications Industry;

Citation:

Srinivasan, Suraj, Charles C.Y. Wang, and Kelly Baker. "Say on Pay: Qualcomm, Inc. Shareholders Vote 'Maybe' in 2012." Harvard Business School Case 114-005, July 2013. (Revised September 2014.)