“BlackRock has a longstanding pay-for-performance culture, and our executive compensation program takes a metrics-driven approach that aligns compensation with the successful delivery of long-term business goals on behalf of shareholders,” the company said in a statement provided to Fortune.
The firm also noted 2024 was a record year for revenues, operating income, and net inflows from investors.
“We value the opinion of our shareholders,” the company added, “and look forward to continued engagement.”
In its proxy statement, BlackRock said it met with officers and investors at its 50 largest stockholders, representing approximately 65% of the company’s outstanding shares, to address concerns after last year’s vote. The firm acknowledged negative feedback on one-time options awards for several executives, and none were granted in 2024.
That wasn’t enough for ISS, however, which said the firm did not make any commitments related to the use and design of such awards going forward. The proxy advisor also said investors deserve more clarity about how annual cash incentives are calculated.
“The committee’s response to last year’s low vote result is considered limited and support for the say-on-pay proposal is not warranted,” ISS said in a report to clients obtained by Fortune.
The change isn’t reflected in Fink’s package this year, but ISS said it creates added complexity in evaluating his pay going forward.
“Based on proxy disclosure, there is no indication that the CEO’s carry incentive is intended to offset a portion of current pay opportunities,” ISS said.
When reached for comment, BlackRock noted Glass Lewis recommended Monday that shareholders vote in line with management on all matters. Glass Lewis did not immediately respond to Fortune’s request for comment or a copy of its report to clients.
The JPMorgan head called both proxy advisors “incompetent” at a conference in March and said they have pushed companies to flee a suffocating regulatory environment in the public markets.
