The CoreLogic board of directors has established a number of policies which guide the governance practices of our employees, officers and directors. The board has established a nominating and governance committee to periodically review and advise the board regarding our policies and practices. In addition to a nominating and governance committee, the board has established an audit committee, a compensation committee and an executive committee. You can find links to the documents that govern our board of directors and its committees, as well as codes of conduct applicable to employees, officers and directors on this page.
In addition, CoreLogic has adopted several other policies that relate, in whole or in part, to corporate governance. They include:
The compensation committee has implemented guidelines that require named executive officers to own a fixed amount of CoreLogic stock. The guidelines are based on a multiple of base salary as follows:
Covered executives have until the later of (i) 5 years from the date of hire or promotion to the covered position or (ii) February 2017, to reach the ownership requirement. All company shares owned outright or earned and subject only to time-based vesting restrictions are included for purposes of meeting the guideline. Stock options are not included for purposes of meeting the guideline.
In addition, all covered executives must hold at least 50% of net (after tax) shares granted by the company in equity awards until they have satisfied the stock ownership guidelines.
The compensation committee has adopted a Policy Regarding the Recoupment of Certain Performance-Based Compensation Payments that applies to CoreLogic’s CEO, CFO and other officers required to file ownership reports under Section 16 of the Securities Exchange Act of 1934. It provides that the board or the compensation committee shall, in such circumstances as it determines to be appropriate, require reimbursement or cancellation of all or a portion of any performance-based cash awards and performance-based equity awards to the extent that (i) the amount of any such award or payment was calculated based on the achievement of financial results that were subsequently revised and (ii) a lesser payment of cash or shares would have been made to the officer based upon the revised financial results.
CoreLogic’s Insider Trading Policy prohibits directors, officers or employees from engaging in hedging transactions with respect to CoreLogic securities.