Standard principal-agent theory predicts that the pay-performance sensitivity (PPS)
decreases in the risk of the firm. An alternative literature argues that entrenched
executives as in weakly governed firms use compensation contract to extract the rent,
which renders risk irrelevant in determining PPS. This paper uses event study approach to
test both principal-agent model and CEO power theory by studying changes in
executives’ compensation contract around litigation events. Consistent with principalagent
model prediction, we find that, after the initiation of litigation, PPS drops,
compensation shifts from performance-sensitive component (equity) to performanceinvariant
component (cash). In addition, all the changes reverse themselves after
litigation settlements. To test CEO power theory, we further partition the event firms into
firms with good and bad corporate governance. We find that the PPS in firms with bad
corporate governance increases after lawsuit and decreases after the settlement. This
suggests that litigation brings the bad compensation practice of poorly governed firms to
the limelight and forces firms to discipline their CEOs temporarily during the litigation
period (so called “limelight effect”), which lends indirect support to CEO power theory.
Our results are robust to a battery of sensitivity tests including two endogeneity tests.
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