Private company clients frequently ask us about granting compensatory stock options to their founders, employees and other service providers, including board members, consultants and advisors. Options and other equity awards...more
9/12/2024
/ Board Members ,
Business Development ,
Compensation & Benefits ,
Early Stage Companies ,
Entrepreneurs ,
Fair Market Value ,
Income Taxes ,
Internal Revenue Code (IRC) ,
Shareholders ,
Startups ,
Stock Options ,
Stocks ,
Valuation ,
Venture Capital
With bank uncertainty making headlines, we answer employers’ most frequently asked questions about the consequences of payroll delays, strategies for mitigating risk and more.
...more
3/17/2023
/ 401k ,
Banking Sector ,
COBRA ,
Corporate Counsel ,
Department of Labor (DOL) ,
Employee Retirement Income Security Act (ERISA) ,
Fair Labor Standards Act (FLSA) ,
Furloughs ,
Income Taxes ,
IRS ,
Medicare ,
Paid Time Off (PTO) ,
Payroll Taxes ,
Penalties ,
Risk Mitigation ,
Trust Fund Recovery Penalty (TFRP) ,
Unemployment Insurance ,
Voluntary Fiduciary Compliance Program (VFCP) ,
Voluntary Reduction in Force
Can a new Department of Justice enforcement approach make clawback policies covering criminal activities a best practice?
The DOJ is implementing a new policy under which prosecutors will make clawback policies for...more
3/8/2023
/ Clawbacks ,
Compensation ,
Corporate Misconduct ,
Department of Justice (DOJ) ,
Dodd-Frank ,
Enforcement ,
Incentives ,
Risk Management ,
Sarbanes-Oxley ,
Securities and Exchange Commission (SEC) ,
White Collar Crimes
Undisclosed or inadequately disclosed executive perks continue to be a lightning rod for SEC Enforcement Actions.
While the SEC has not announced a formal perk disclosure enforcement program, the agency continues to pay very...more
Airbnb and Uber add support to revision of Rule 701 to dramatically expand availability of Rule 701 for equity grants by “gig economy” companies.
Airbnb and Uber want the SEC to reform Rule 701 to permit equity issuances...more
10/26/2018
/ AirBnB ,
Disclosure Requirements ,
Equity Grants ,
Form S-8 ,
Gig Economy ,
Independent Contractors ,
Regulation D ,
Rule 701 ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Uber
Compensation committees should hire an independent legal expert to audit private jet and other perk disclosures on a privileged basis.
Given the SEC’s increased focus on perk disclosure, companies should evaluate their...more
SEC increases Rule 701(e) disclosure threshold to $10 million, effective immediately, and explores revamp of Rule 701 and Form S-8.
The final rule increasing the Rule 701(e) disclosure threshold to $10 million leaves open...more
Preliminary trends are emerging from the pay ratio disclosures filed by U.S. public companies in 2018.
Few companies use statistical sampling to identify their median employees and, instead, companies rely on a...more
3/22/2018
/ CACM ,
CEOs ,
Cost-of-Living Adjustment (COLA) ,
Disclosure Requirements ,
Executive Compensation ,
Item 402 ,
Median Employee ,
Pay Ratio ,
Proxy Season ,
Publicly-Traded Companies ,
Regulation S-K ,
Securities and Exchange Commission (SEC)
It has been close to a decade since the New York Stock Exchange (NYSE) last updated its set of frequently asked questions (FAQs) regarding equity compensation plans. On August 18, 2016, the NYSE released updated FAQs and,...more
9/20/2016
/ Accounting Standards ,
Equity Compensation ,
FASB ,
NYSE ,
Publicly-Traded Companies ,
Shareholder Approval ,
Shareholders ,
Stock-Based Compensation ,
Stocks ,
Tax Liability ,
Tax Rates ,
Withholding Requirements ,
Withholding Tax
The Employee Retirement Income Security Act of 1974, as amended (ERISA), protects plan participant benefits and account balances by imposing high standards of care on the plan’s fiduciaries. Fiduciaries who do not follow...more
9/6/2016
/ Cybersecurity ,
Department of Health and Human Services (HHS) ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Employer Group Health Plans ,
Fiduciary Duty ,
Health Insurance Portability and Accountability Act (HIPAA) ,
HITECH Act ,
PHI ,
Retirement ,
Retirement Plan
On June 22, 2016, the Internal Revenue Service (IRS) published its long-awaited proposed regulations (the Proposed Regulations) under Section 457(f) of the Internal Revenue Code (the Code). Section 457(f) governs the taxation...more
8/10/2016
/ Death Benefits ,
Deferred Compensation ,
Employee Benefits ,
Forfeiture ,
Internal Revenue Code (IRC) ,
IRS ,
Proposed Regulation ,
Section 409A ,
Section 457(f) ,
Severance Agreements ,
State and Local Government ,
Tax Exempt Entities ,
Vesting
The ERISA Advisory Council1 recently announced that, as part of its goals for 2016, it will be focusing on cybersecurity issues affecting retirement plans and, in particular, the extent to which such issues relate to...more
Retirement plan sponsors face ever-evolving cyber-related threats to plan assets and participant personal information. To combat such threats, plan sponsors should proactively assess the third-party service providers’ ability...more
Section 162(m) of the Internal Revenue Code (Code) limits, subject to certain exceptions, a public company’s federal income tax deduction for compensation paid to any “covered employee” to $1 million in any taxable year. A...more
The Pension Benefit Guaranty Corporation (the PBGC) has adopted final regulations relieving certain sponsors of defined benefit pension plans from the obligation to report certain events that signal an increase in the plan’s...more
The Securities and Exchange Commission (SEC) has adopted final rules under the Dodd-Frank Wall Street and Consumer Protection Act (the Dodd-Frank Act) to require U.S. public companies to disclose the ratio of the annual total...more