Executive remuneration in blockholder-dominated firms. How do Italian firms use stock options?

The aim of this study is to explore how stock options are used for executive remuneration in blockholder-dominated listed firms. By analysing how stock options granted to executive directors were designed, this paper sheds light on how stock options are used in Italian blockholder-dominated listed firms. Empirical evidence from a unique hand-collected dataset comprising stock options granted by Italian non-financial listed firms between 2004 and 2006 suggests that stock option design seems to be better explained by rent-extraction theory than by optimal contracting theory. Our results suggest that board independence, particularly in terms of minority shareholders’ representation, seems to have a positive influence on stock option design. These findings are consistent with rent-extraction theory: stock option designs that are not explained by optimal-contracting theory are likely to reflect governance/agency problems. This study provides insights on executive remuneration to policy-makers. It is recommended that codes of best practice should stress the importance of stock option design and of remuneration committees’ independence, in particular in terms of minority shareholders’ representation. Last but not least, this study points out the importance of enforcing substantial compliance with the codes’ recommendations.