Evercore Inc. Files Proxy Materials for June 18th Annual Meeting

TL;DR

Evercore's proxy materials are in for the June 18th meeting. No fee paid.

AI Summary

Evercore Inc. has filed a Definitive Additional Materials (DEFA14A) proxy statement on June 5, 2024, for its Annual Meeting scheduled for June 18th. The filing indicates no fee was required for this submission. The company is headquartered at 55 East 52nd Street, New York, NY 10055.

Why It Matters

This filing provides shareholders with essential information and voting materials for the upcoming annual meeting, allowing them to participate in corporate governance decisions.

Risk Assessment

Risk Level: low — This is a routine filing of proxy materials for an annual shareholder meeting, with no unusual financial or strategic information presented.

Key Players & Entities

• Evercore Inc. (company) — Registrant
• June 18th (date) — Annual Meeting Date
• June 5, 2024 (date) — Filing Date
• 55 East 52nd Street, New York, NY 10055 (address) — Company Headquarters

FAQ

Key Financial Figures

• $37 billion — ith an average market capitalization of $37 billion approximately five times our size. Thes
• $2.5 billion — ith an average market capitalization of $2.5 billion and $13.2 billion. In these comparisons
• $13.2 billion — rket capitalization of $2.5 billion and $13.2 billion. In these comparisons, our proposal pas
• $4 billion — italizations ranging from approximately $4 billion to $9 billion based on the GL Report. W
• $9 billion — anging from approximately $4 billion to $9 billion based on the GL Report. With respect to
• $37 b — ing an average market capitalization of $37 billion, this means that either (i) GL ha

Filing Documents

• d845791ddefa14a.htm (DEFA14A) — 58KB
• g845791dsp4a.jpg (GRAPHIC) — 8KB
• 0001193125-24-155188.txt ( ) — 69KB

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 EVERCORE INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 Dear Shareholder: Our Annual Meeting is now less than two weeks away on June 18 th . Glass Lewis released their report regarding our Annual Meeting proposals a few days ago. In its report, Glass Lewis has unfortunately recommended against our equity plan proposal due to concerns raised in their quantitative tests. This is particularly concerning since they supported our plan two years ago and there have been no significant changes since then. In fact, since then, we have outperformed the market and our peers demonstrating that our strategy is working and our equity compensation program has been critical to our ability recruit, retain and motivate our talented employees and execute on this strategy. Moreover, our shareholders have supported each of our past three equity plan requests because they understand the key elements of our equity compensation program and recognize the flaws in Glass Lewiss model for a human capital business like ours. I have attached our full response to their report here, in which we have outlined the critical nature of our broad-based equity plan to our success as well as the flaws in the report. While we hope you find the detail useful, I wanted to highlight a few points for your consideration: Our use of equity has been a key factor in enabling the execution of our growth strategy, contributing to our 5-Year TSR as of 12/31/23 of 172%, which outpaces our peers, the S&P500 and the S&P500 Financials (as discussed in more detail in our proxy materials). The report criticizes the pace of our share usage and potential dilution. However, in practice we have administered our equity plan together with a share repurchase program for over a decade. As a result, we have consistently fulfilled our commitment to our shareholders by offsetting the dilutive effect of our equity grants and achieving a negative net burn rate of -3.5% over the last 3 years. Our equity compensation program is different from many financial services firms. It is very broad-based (over 90% of equity awards over the last 3 years have gone to non-NEOs), administered responsibly together with a share repurchase program, and has been critical to our ability recruit, retain and motivate our talented employees. Glass Lewis relies solely on quantitative tests to recommend against our proposal, without any accompanying qualitative analysis. These tests compare our equity usage to a broad group of financial services companies (including mortgage REITs, lending and trading firms, etc.) with an average market capitalization of $37 billion approximately five times our size. These companies do not grant equity to as broad of an employee base as we do which, together with their significantly larger size, undermines the significance of Glass Lewis comparative tests. We strongly believe that our broad-based use of equity compensation (as opposed to cash) is critical because it aligns the interests of our employees with shareholders and permits cash which otherwise would be used for employee compensation to be returned to shareholders, in each case fueling the returns we have delivered over the past several years. When we requested more shares in 2022, we only requested a limited number of shares to get us through approximately two more years. We now do not have enough shares remaining to manage our equity compensation program and growth strategy over the next 2-3 years, and are requesting shares to cover that period. We would very much appreciate the opportunity to discuss further with you prior to our Annual Meeting to address any concerns you may have. Please let me know if there is a time that works best for you in the coming days. Thank you for your time and consideration of this very important matter for us. Dear Shareholder: We are writing to ask for your critical support for the proposals to be voted on at Evercores 2024 Annual Meeting of Stockholders and to express our appreciation for your independent analysis in conducting your evaluation. Our Board continues to unanimously recommend you cast your vote FOR all proposals, and we would li

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