In 2022, Ceres and Semler Brossy collaborated to publish a series of articles: “A Board’s Guide To ESG And Incentives.” These articles established steps for responsible board oversight of companies’ processes to systematically identify and assess risks related to climate change, diversity and inclusion, and other key issues under the so-called “ESG” umbrella. The articles in this series cover: 1) how to effectively identify top ESG priorities; 2) how to focus the company around those priorities; and 3) how to integrate the management of those priorities into executive compensation. To the extent that a company has identified material risks and opportunities related to climate change or other ESG topics—and has developed metrics focused on the achievement of critical strategic priorities related to those material risks and opportunities—we argue that directors should consider establishing compensation linkages that motivate executives to drive accountability towards those strategic outcomes. By setting meaningful goals and interim milestones, companies can establish executive compensation incentives and other tailored strategies to mitigate risks while reducing greenwashing. Ceres would like to submit the following articles to the SEC’s public comment docket for the Executive Compensation Roundtable (File No. 4-855): 1) Part 1 - A Board’s Guide To ESG And Incentives: Effectively Identifying Top ESG Priorities (https://boardmember.com/a-boards-guide-to-esg-and-incentives-effectively-identifying-top-esg-priorities/); 2) Part 2 - A Board’s Guide To ESG And Incentives: Focusing the Company Around ESG Priorities (https://boardmember.com/a-boards-guide-to-esg-and-incentives-focusing-the-company-around-esg-priorities/); 3) Part 3 - A Board’s Guide To ESG And Incentives: Integration Of ESG Into Compensation (https://boardmember.com/a-boards-guide-to-esg-and-incentives-integration-of-esg-into-compensation%EF%BF%BC/). The three-part series is also attached in full as a PDF. Thank you for your consideration.