Juliano Banuelos

Orrick, Herrington & Sutcliffe LLP

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SEC Signals When It May Act on Clawback Rule Listing Standards: What Public Companies Need to Know

This week the Securities and Exchange Commission (SEC) extended its deadline for when the SEC must take action on the proposed listing standards to implement the executive compensation recovery rules (the Clawback Rules) to...more

4/26/2023 / Clawbacks , Listing Standards , Nasdaq , NYSE , Public Comment , Publicly-Traded Companies , Securities and Exchange Commission (SEC) , Securities Regulation

NYSE and Nasdaq Propose Clawback Rule Listing Standards: What Public Companies Need to Know

Last year the Securities and Exchange Commission (SEC) adopted long-awaited executive compensation recovery rules (the Clawback Rules). Those Clawback Rules instructed national securities exchanges (such as NYSE and Nasdaq)...more

2/28/2023 / Clawbacks , Corporate Governance , Nasdaq , NYSE , Publicly-Traded Companies , Securities and Exchange Commission (SEC)

SEC Adopts Final Pay Versus Performance Disclosure Rule

On August 25, 2022, the SEC adopted a final rule implementing a provision of the Dodd-Frank Act of 2010 requiring public companies to provide clear disclosure of the relationship between executive compensation and company...more

8/31/2022 / CD&A , Disclosure Requirements , Dodd-Frank , Executive Compensation , Final Rules , New Rules , Proxy Advisory Firms , Publicly-Traded Companies , Regulation S-K , Securities and Exchange Commission (SEC)

Director Compensation Litigation and Governance Updates: Three Things Every Public Company Director Should Know

Director compensation suits may survive a motion to dismiss in Delaware even if director compensation is within a shareholder-approved limit. ...more

5/11/2018 / Compensation & Benefits , Corporate Governance , Director Compensation , Disclosure Requirements , Glass Lewis , Institutional Shareholder Services (ISS) , Proxy Statements , Publicly-Traded Companies

Practical Advice for Compliance with Recent Amendments to the Internal Revenue Code Section 162(m) Regulations

The recent amendments to the Section 162(m) regulations largely follow the changes set forth in the proposed regulations issued in 2011, clarifying two exceptions from the Section 162(m) tax deductibility limit...more

4/24/2015 / Compensation & Benefits , Employee Benefits , Equity Compensation , Internal Revenue Code (IRC) , Publicly-Traded Companies , Restricted Stocks , SAR , Section 162(m) , Stock Options , Tax Deductions

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