Three Essays in Corporate Governance

Abstract

This thesis examines three important topics in corporate governance: the relationship between activist hedge funds and other institutional investors, the role of perks in the market for CEO talent, and public scrutiny and the changing nature of perks. First, I provide an in depth study of the interaction between activist hedge funds and other institutional investors. Hedge funds are more likely to target firms with high levels of institutional ownership, and demonstrate a preference for short term focused institutional investors. Hedge fund activism generates short run and long run abnormal returns without increasing stock return volatility. Regardless of investment horizon, volatility is inversely related to prior period institutional ownership. The trading behavior of institutional owners with different investment horizons is consistent with hedge fund activism creating value. These findings hold regardless of whether investment horizon is based on portfolio churn rate or type of institution. Overall, the results suggest a mutually beneficial relationship between activist hedge funds and other institutional investors. Second, in a coauthored paper with Drs. Seungijn Han and Jiaping Qiu, I provide the first comprehensive analysis on how CEOs’ wage and perks are jointly determined in a competitive CEO market. The underlying theory shows that in equilibrium, firm size, wage, perks and talent are all positively related. Perks are more sensitive than wage to changes in firm size. The more perks enhance the CEO’s productivity, the faster perks increase in firm size. Closed form solutions allow the recovery of the cost function of providing perks. I examine the determinants of CEO perquisite compensation using hand-collected information for S&P 500 companies and find consistent empirical evidence. Third, I examine the impact of public scrutiny on CEO compensation using the unique opportunity provided by the 2008 financial crisis, government support, and legislated compensation restrictions. I introduce novel data on executive perks at S&P 500 firms from 2006 to 2012. Overall, my results are consistent with increased public scrutiny having lasting impact on perks and temporary impact on wage, and with legislated compensation restrictions having temporary impact on wage. Changes in specific perks items provide evidence on which perks firms perceive as excessive and which provide common value.