Human Capital Disclosure: What Do Companies Say About Their 'Most Important Asset'?

Abstract

In 2020, the Securities and Exchange Commission revised human capital disclosure rules to improve shareholder understanding of how HCM contributes to corporate value and strategy. In this Closer Look, we examine early disclosure choices that companies have made under these rules to evaluate the information they share about employment practices. We find that while some companies are transparent in explaining the philosophy, design, and focus of their HCM, most disclosure is boilerplate and lacks quantitative metrics. As such, the new rules appear to contribute to the length but not the informativeness of 10-K disclosure.

We ask:
• Are companies being evasive, or are they in the early stages of determining what information is relevant to the market?
• Will market pressure lead to better disclosure over time?
• Can a company provide informative disclosure without providing concrete metrics?
• Is there a way to describe comprehensive HCM efforts in concise and informative language, supplemented with data, in a manner that does not reveal proprietary practices?

Keywords: Corporate governance, human capital management, HCM, incentives systems, disclosure, diversity, SEC, disclosure, talent development, metrics, employee satisfaction, engagement, safety, compensation, annual bonus, long-term incentives, corporate governance research