12 - 13 September, 2012

Benefits of attending

• Cultivate successful working relationships between Compensation Committees and senior management while maintaining Committee independence 
• Manage the tension and apply the right balance between sometimes competing considerations: 1) Pay for performance vs. retention and motivation; 2) Short-term business success vs. long-term sustainability; and 3) What’s right for the organization vs. external standards of good governance
• Link leadership and succession strategies to compensation
• Promote clarity and transparency by effectively communicating and engaging with investors

Who should attend

This conference is intended for compensation committee members and senior executives who are accountable to shareholders of major corporations. Special discounts are available for directors attending with other company representatives.

Wednesday, September 12, 2012

REGISTRATION AND CONTINENTAL BREAKFAST 8–9 AM

WELCOME AND INTRODUCTORY REMARKS 9–9:20 AM
Yale D. Tauber, Program Director, The Conference Board

A 9:20–10:15 AM

What Directors and Senior Executives Need to Know about Performance-aligned Compensation

Panel Moderator
Jack Zwingli, Leader, Information Services and Research, Farient Advisers LC
Panelists
Prof. Charles M. Elson, Edgar S. Woolard, Jr. Chair, John L. Weinberg Center for Corporate
Governance, Lerner College of Business and Economics, University of Delaware
Anne Sheehan, Director of Corporate Governance, California State Teachers’ Retirement System

B 10:15–11 AM

Managing a Persistent Tug-of-War: “Pay for Performance” vs. “Retention and Motivation”

David Pottruck, Compensation Committee Chair, Intel Corporation
Brit Wittman, Director, Executive Compensation and Corporate Design, Intel Corporation

NETWORKING REFRESHMENT BREAK 11–11:15 AM

C 11:15 AM–NOON

Linking Leadership and Succession Strategy to Compensation

Panel Moderator
Gary C. Hourihan, Senior Vice President, Farient Advisors LLC
Panelists
David Kristoff, Vice President, Compensation & Global Mobility, Newmont Mining Corporation
Cecilia K. McKenney, Executive Vice President Human Resources & Sales Operations, Frontier Communications

D NOON–12:45 PM

Keynote Address: Why Executive Pay Matters to Investors

Glenn W. Welling, Founder and Chief Investment Officer, Engaged Capital, LLC

NETWORKING LUNCHEON 12:45–2:15 PM

E 2:15–3 PM

The Compensation Committee’s Role in Administering Compensation for Alignment

Panel Moderator
Holly Gregory, Partner, Weil Gotshal & Manges LLP
Panelists
William Roskin, Compensation Committee Chair, Martha Stewart Living Omnimedia, Inc.
Lisa Gersh, President, Martha Stewart Living Omnimedia, Inc. 

NETWORKING RESHRESHMENT BREAK 3–3:15 PM

F 3:15– 4:45 PM

Improving Transparency, Disclosures and Say on Pay Results

Panel Moderator
Stephen Brown, Senior Director of Corporate Governance and Associate General Counsel, Corporate Governance & Business Affairs, TIAA-CREF
Panelists
Martha Carter, Head of Global Research, Institutional Shareholder Services
Aeisha Mastagni, Investment Officer, California State Teachers' Retirement System
Zachary M. Oleksiuk, Vice President, Corporate Governance and Responsible Investment, BlackRock
David K. Eaton, Vice President of Proxy Research, Glass Lewis & Co., LLC

G 4:45–5:30 PM

Positioning Your Pay Program for 2013

Panel Moderator
Robin A. Ferracone, Chief Executive Officer, Farient Advisors LLC
Panelists
Janet M. Clarke, Compensation Committee Chair, Cox Enterprises and Asbury Automotive Group
Arthur H. Kohn, Partner, Cleary Gottlieb Steen & Hamilton LLP 

H 5:30–5:45 PM

First Day Wrap Up

Yale D. Tauber, Program Director. The Conference Board

NETWORKING RECEPTION 5:45–6:45 PM

Thursday, September 13, 2012

I 8–9 AM

Roundtable Breakfast Session

WELCOME BACK 9–9:15 AM
Yale D. Tauber, Program Director, The Conference Board

J 9:15–10:15 AM

Creating a Template for Effective Compensation Committee Performance

Panel Moderator
Michael  J. Berthelot, Compensation Committee Chair, Fresh Del Monte Produce Inc. and Governance Committee Chair, Pro-Dex Inc.
Panelists
Robert J. Centonze, Vice President Global Compensation & Benefits, Campbell Soup Company
Nancy Reardon, Compensation and Audit Committee Member, Warnaco Group, Inc.

NETWORKING REFRESHMENT BREAK 10:15–10:30 AM

K 10:30 AM–12:30 PM

All Things Considered — A Mock Compensation Committee Meeting

Panel Moderator
Jill Kanin-Lovers, Compensation Committees Chair, Dot Foods, Inc. and Heidrick & Struggles International, Inc.
Panelists
Michael  J. Berthelot, Compensation Committee Chair, Fresh Del Monte Produce Inc. and Governance Committee Chair, Pro-Dex Inc. 
Robin A. Ferracone, Chief Executive Officer, Farient Advisors LLC
Margaret M. Foran, Chief Governance Officer, Vice President and Corporate Secretary, Prudential Financial, Inc.

CONFERENCE ADJOURNS 12:30 PM

Alternate location
23–24 October, 2012 San Francisco Executive Compensation Conference

For speaking and sponsorship opportunities, please contact Meg Gottemoeller at meg.gottemoeller@conferenceboard.org.