Managerial influence and CEO performance incentives

We study whether CEO influence is evident in CEO incentive arrangements by examining how the imposition of state anti-takeover laws (ATLs) in the 1980s affected CEO compensation and retention. On balance, we find that CEOs have higher compensation and more job security, and their compensation and retention are less sensitive to stock-based performance after the enactment of ATLs. We also find that CEO compensation and retention are more sensitive to accounting-based performance after ATLs, but the increased sensitivity is attributable to the accruals component of accounting-based performance. Based on prior evidence that CEOs often exercise discretion in measuring accounting-based performance, we interpret our results as evidence that CEOs have strong negotiation power vis-à-vis their corporate boards.