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Does Your Company Need a Well-Designed Proxy Statement?

While it has long been a tradition to scramble every year to put on a memorable annual meeting, until recently, the proxy statement presented to stockholders in preparation of that meeting was nothing more than a dry, boring, black and white document written for fulfillment of SEC requirements.

Enter—the designed proxy.

Times have changed, and so has the proxy statement. Yes, it’s a required document, but for many companies, it is now a great opportunity. A well-designed proxy can be used as a marketing vehicle to better educate stockholders and tell your story to investors that will ultimately impact how these individuals will vote.

What do investors read in a proxy?

While SEC requirements are constantly changing what needs to be revealed in a proxy statement, according to a 2015 investor survey conducted by the SEC, the following are ranked as the most read sections of the proxy statement:

  • Beginning summary — 45%
  • Summary compensation table — 43%
  • CD&A discussion of long-term incentives or equity awards — 38%
  • Summary at beginning of the CD&A (if included) — 24%
  • Any description of shareholder engagement efforts — 24%

Knowing stakeholders’ first destination after receiving your proxy statement, you can begin to map out the design and layout of your proxy statement. If these are the most read areas, a well-designed proxy will use design to highlight these pages and make them stand out to consumers so that they are easy-to-read and easy-to-find.

In addition, when it comes to sections of the proxy that are read relative to making voting decisions, stakeholders read:

  • Pay for performance alignment — 64%
  • Director independence — 62%
  • Performance metrics — 62%
  • Director nominee descriptions, qualifications, skills — 59%
  • Corporate governance profile — 59%

Information that affects voting decisions often include large amounts of information, statistics and financial data. Use design to display data in a way that highlights the most important information for stakeholders. Visual elements, such as bullet points, graphs, charts and infographics are often a good way to display important information in a way that makes it easier to understand.

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How to capture (and retain) an investor’s interest

Consider the following: Imagine you’re a stakeholder in two companies. Both of them send you annual filings, including their annual report, corporate social responsibility report and proxy statement around the same time. This year, you received the proxies on the same day. However, one is well-designed, and one is not. Which of the following proxies would you rather try to digest?

  • A 100-page black and white document written in complex SEC financial language that spans from margin to margin of the page in 9 pt. Type without any visuals, or
  • A well-designed, concise, 50-page proxy written in “plain English” that tells a compelling story with dynamic supporting visuals

Chances are, like the average person, you’d prefer reading something written clearly and concisely using language you understand. Proxy statements whose elements have been strategically laid out with simple, clean design and information about key issues highlighted in plain English can, and do, sway votes.

Companies are increasingly taking advantage of utilizing graphics to convey information in a more interesting visual way. Why? Because humans, not just stakeholders, are drawn to visual images and information. In fact, our brains process visual information nearly 60,000 times faster than plain text. So why not ditch the text-heavy style and have your proxy statement be more visual?

Today’s world has become a much more visual place ready for instant gratification. Readers prefer to glance at an easily read infographic or stylized graph for a snapshot of data presented than scour through text-heavy context with endless footnotes.

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How is your company portrayed in the proxy?

The investors and stockholders reviewing your proxy statement are people; therefore, your company needs to be portrayed as people too! It’s important to capitalize on making your proxy statement a valued marketing vehicle. A well-designed proxy will “humanize” the look and feel by utilizing warm colors, adding emotion-evoking photography of not only the company directors, but also the company’s connection to their employees and stockholders and using language stakeholders understand.

Your SEC-required proxy statement is as much an extension of your company as your annual report, corporate mission and vision statement. Take advantage of required filings to create an engaging proxy that impacts your stockholders—and their votes—with a provocative, easy-to-navigate, refreshingly easy-to-read, well-designed proxy statement. It is well worth the investment!