David I. Walker

The Challenge of Improving the Long-Term Focus of Executive Pay

A consensus is developing that executive compensation in the U.S. is inadequately linked to long-term company performance, resulting in reckless, short-term decision making. Congress, the Obama administration, and academic commentators have recently embraced dramatic restrictions on the form and holding period of senior executive pay, at least at some companies. A common view, apparently, is that while regulation of the amount of executive pay would do more harm than good, regulation of form and term is desirable. This essay questions that view. It highlights the challenges of fruitfully regulating the term and form of pay arising from the complexity and diversity of executive pay arrangements, uncertainty as to the underlying reasons (and hence appropriate remedies) for short-termism, and the conflict between deterring reckless short-term behavior and encouraging sufficient risk-taking to maximize share value over the long term. This essay goes on to analyze and critique existing regulatory proposals, and, while not endorsing a regulatory solution, offer two ideas that policy makers should consider if faced with the job of crafting a regulatory response to short-termism: focusing regulation solely on the term of pay, leaving form to individual company discretion, and adopting a comprehensive disclosure-based response.

Nonprofit Executive Pay as an Agency Problem: Evidence from U.S. Colleges and Universities

We analyze the determinants of the compensation of private college and university presidents from 1999 through 2007. We find that the fraction of institutional revenue derived from current donations is negatively associated with compensation and that presidents of religiously-affiliated institutions receive lower levels of compensation. Looking at the determinants of contributions, we find a negative association between presidential pay and subsequent donations. We interpret these results as consistent with the hypotheses that donors to nonprofits are sensitive to executive pay and that stakeholder outrage plays a role in constraining that pay. We discuss the implications of these findings for the regulation of nonprofits and for our broader understanding of the pay-setting process at for-profit as well as nonprofit organizations.

Financial Accounting and Corporate Behavior

The power of financial accounting to shape corporate behavior is underappreciated. Positive accounting theory teaches that even cosmetic changes in reported earnings can affect share value, not because market participants are unable to see through such changes to the underlying fundamentals, but because of implicit or explicit contracts that are based on reported earnings and transaction costs. However, agency theory suggests that accounting choices and corporate responses to accounting standard changes will not necessarily be those that maximize share value. For a number of reasons, including the fact that executive compensation often is tied to reported earnings, managerial preferences for high earnings generally will exceed shareholder preferences, leading to share value reducing tradeoffs between reported earnings and net cash flows. The empirical literature on the details of positive accounting theory is mixed, but the evidence firmly establishes the power of accounting to shape corporate behavior. The power of accounting and the divergence of interests have many implications for courts and policy makers. For example, consideration of proposals to increase conformity between tax and financial accounting rules as a means of combating tax sheltering and/or artificial earnings inflation must take into account the incentive properties of accounting standards and recognize that narrowing the gap between tax and book income will have economic consequences, however the gap is narrowed. This Article considers this and other implications of the behavioral effects of accounting standards, including the possibility of setting accounting standards instrumentally as a means of regulating corporate behavior, an alternative to tax incentives, mandates, or direct subsidies.

The Law and Economics of Executive Compensation: Theory and Evidence

This chapter from the forthcoming Research Handbook on the Economics of Corporate Law (Claire Hill & Brett McDonnell, eds.) provides an overview of the economic theory and evidence regarding public company executive compensation. It is intended to provide the reader with an entryway into the literature on a select group of topics. Priority has been afforded to the most central issues in executive pay, to issues that implicate law more or less directly, and to issues that have been the primary focus of research in the last decade.

Donor Reaction to Salient Disclosures of Nonprofit Executive Pay: A Regression-Discontinuity Approach

We evaluate the effect of highly salient disclosure of private college and university president compensation on subsequent donations. Using a differences-in-discontinuities approach to compare institutions that are highlighted in the Chronicle of Higher Education’s annual “top 10” list of most-highly compensated presidents against similar others, we find that appearing on a top 10 list is associated with reduced average donations of up to US

Executive Compensation in America: Optimal Contracting or Extraction of Rents?

5.0 million in the first full fiscal year following disclosure, despite greater fund-raising by “top 10” schools. We also find some evidence that top 10 appearances are correlated with slower compensation growth and rising enrollment in subsequent years. We interpret these results as consistent with the hypothesis that donors care about compensation but are typically inattentive to pay levels. We discuss the implications of these findings for the regulation of nonprofits and for our broader understanding of the pay-setting process at for-profit as well as nonprofit organizations.