In Depth
DEF 14A is the SEC form number for a definitive proxy statement — the final version sent to shareholders before the annual meeting. The "DEF" stands for "definitive" (as opposed to preliminary "PRE 14A" filings), and "14A" refers to Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies. The DEF 14A is the single most important document for executive compensation research because it contains the Summary Compensation Table (SCT), which reports total pay for the principal executive officer, principal financial officer, and the three other most highly compensated executive officers. Beyond the SCT, the DEF 14A includes the Grants of Plan-Based Awards table (detailing equity grants), the Outstanding Equity Awards table (showing unvested and unexercised awards), the Option Exercises and Stock Vested table, pension benefit disclosures, nonqualified deferred compensation information, and estimated payments upon termination or change of control. The Compensation Discussion and Analysis (CD&A) section provides narrative context explaining why the compensation committee made specific pay decisions. Companies typically file the DEF 14A 30 to 40 days before their annual meeting, with most filings concentrated between March and May for calendar-year-end companies. CEOPay extracts compensation data from DEF 14A filings using XBRL-tagged data available through SEC EDGAR, ensuring accuracy and consistency across our database of 200+ companies.