EVERCORE INC CLASS A (EVR)
Sector: Financials
2026 Annual Meeting Analysis
EVERCORE INC CLASS A · Meeting: June 10, 2026
Directors FOR
11
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of the 11 nominees named in this proxy statement to serve on our Board of Directors until the 2027 annual meeting
Long-tenured founder and Senior Chairman with deep industry expertise; EVR's 3-year total shareholder return of +184% outperforms the compensation peer group median by +101 percentage points, far exceeding the 65-point threshold required to trigger an against vote, and no overboarding, attendance, or independence concerns apply.
Independent director with extensive investment banking and equity research experience; EVR's strong stock performance relative to peers clears the policy threshold by a wide margin, and no overboarding, attendance, or independence issues are noted.
Independent director with relevant legal and financial oversight experience; EVR's 3-year total return of +184% vastly outperforms peers, and no governance concerns under policy are identified.
Lead independent director and chair of the Nominating Committee with strong corporate governance and legal credentials; outstanding stock performance versus peers removes any TSR-based concern, and attendance and independence requirements are met.
Independent director with extensive investment and financial management experience; EVR significantly outperforms its compensation peers over 3 years, and no overboarding, attendance, or independence flags are raised.
Independent director with deep investment banking experience; EVR's strong relative total shareholder return versus peers clears policy thresholds comfortably, and no other adverse governance factors are present.
Independent director with extensive international investment banking and board experience; EVR's +184% 3-year return outperforms the peer median by +101 percentage points, well above the 65-point trigger, and no independence or attendance concerns arise.
Newly appointed independent director in 2026 with senior antitrust and regulatory expertise; as a director who joined within the past 24 months she is exempt from the TSR trigger under policy, and her qualifications are clearly relevant to a global advisory firm navigating complex transactions.
Chairman and CEO with direct accountability for record 2025 revenues and strong shareholder returns; EVR's 3-year total return of +184% outperforms the peer group median by +101 percentage points, far exceeding the 65-point threshold, so the TSR trigger does not fire even for an executive director.
Independent director and Audit Committee chair with CFO-level financial expertise at a large public company; EVR's exceptional relative stock performance versus peers eliminates any TSR concern, and no overboarding or attendance issues are identified.
Independent director with deep investment management and long-term investing expertise; EVR's 3-year total return vastly outperforms peers, and no governance policy flags apply.
All 11 director nominees receive a FOR vote. Evercore's 3-year total shareholder return of +184% outperforms the company-disclosed compensation peer group median of +83% by approximately +101 percentage points, far exceeding the 65-point underperformance threshold required to trigger an against vote for any director. No directors are overboarded, attendance exceeded 80% for all directors, all committee members are independent, and no familial relationships with senior management are disclosed. Christine Varney, the sole new director, joined in 2026 and is exempt from the TSR trigger under the 24-month new-director rule.
Say on Pay
✓ FORCEO
John S. Weinberg
Total Comp
$17,138,539
Prior Support
94%%
CEO John S. Weinberg received total compensation of approximately $17.1 million as reported in the proxy database, against a backdrop of record 2025 adjusted net revenues of $3.86 billion and a 3-year total shareholder return of +184% that outperforms the peer group median by +101 percentage points — incentive pay is clearly aligned with shareholder outcomes. The pay mix is well-structured: base salary represents less than 10% of total annual compensation, at least 50% of incentive awards are delivered as stock awards that vest over four years, there are no guaranteed bonuses, and a robust clawback policy meeting NYSE requirements is in place. Prior-year support was approximately 94%, well above the 70% threshold, and no material changes to program structure have been made that would warrant concern.
Auditor Ratification
✓ FORAuditor
Deloitte & Touche LLP
Tenure
N/A
Audit Fees
$4,973,000
Non-Audit Fees
$764,000
Non-audit fees (audit-related fees of $35,000 plus all other fees of $729,000 = $764,000) represent approximately 15.4% of audit fees ($4,973,000), well below the 50% threshold that would trigger an against vote. Deloitte is a Big 4 firm appropriate for a company of Evercore's size and complexity. Auditor tenure is not disclosed in the filing, so the tenure trigger cannot fire under policy. No material financial restatements are disclosed.
Overall Assessment
Evercore's 2026 annual meeting presents a straightforward ballot: all 11 director nominees receive FOR votes driven by exceptional 3-year total shareholder return of +184% that outperforms the compensation peer group by over 100 percentage points; auditor Deloitte passes with non-audit fees at only 15% of audit fees; and the Say on Pay proposal receives a FOR vote reflecting record financial results, strong pay-for-performance alignment, and 94% prior-year shareholder support. The equity plan amendment (Proposal 4) falls outside the scope of this policy and requires separate shareholder judgment.
Compensation Peer Group
5 companies disclosed in 2026 proxy filing