News & Analysis as of

SEC Updates Guidance on Share-Based Compensation Disclosures in IPOs

On February 6, 2014, the Division of Corporation Finance of the Securities and Exchange Commission (the “SEC”) updated Section 9520 of its Financial Reporting Manual regarding share-based compensation disclosures in initial...more

Executive Compensation Considerations for 2014

Executive compensation is a topic that just won’t go away, particularly with pay disparity and pay for performance regulations still looming. We highlight below some of the matters directors should be considering as they...more

Considerations for 2014 Proxy Season and Beyond

Following are some topics that public companies may want to consider in preparation for the 2014 proxy season. Shareholder Proposals - The 2013 proxy season reflected a continued increase in the number of...more

Planning for the 2014 Annual Meeting and Reporting Season

In This Issue: - Incorporate lessons from 2013 say-on-pay results - Prepare for new Form SD (Specialized Disclosure) filing requirements - Ensure compliance with revised listing standards related to compensation...more

Deadline Looming for Comments on SEC Proposed Rules on CEO Pay Ratio Disclosure

The Securities and Exchange Commission (SEC) recently released its proposed rules to amend Item 402 of Regulation S-K to implement the pay ratio disclosure requirement in accordance with Section 953(b) of the Dodd-Frank Wall...more

SEC Proposes "Pay Ratio" Disclosure Rates

On September 18, 2013, the Securities and Exchange Commission (SEC) issued a new rule proposal that would, if approved, require each affected public company to disclose the ratio of the median total annual compensation among...more

Proposed CEO Pay Ratio Disclosure Rules: Another Piece of the Dodd-Frank Puzzle

Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act ("Dodd-Frank") requires certain public companies to disclose how the compensation of the company's chief executive officer ("CEO") compares to...more

SEC Proposes Rules for Pay Ratio Disclosure

At an open meeting on September 18, 2013, the Securities and Exchange Commission (SEC) approved for public comment proposed "pay ratio" disclosure rules to implement Section 953(b) of the Dodd-Frank Wall Street Reform and...more

Financial Services Bulletin: Action At The SEC And Fed

SEC Proposes Pay Ratio Disclosure Rules - On Wednesday, September 18, 2013, the Securities and Exchange Commission (the “SEC”) voted 3-2 to propose a new rule that would require public companies to disclose the ratio...more

The SEC's Proposed Pay Ratio Rule: What it Could Mean for Your Upcoming Filings

Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank) mandates the Securities and Exchange Commission (SEC) to amend Item 402 of Regulation S-K (Item 402) to require certain companies to...more

SEC Issues Proposed "Pay Ratio" Disclosure Rules

The Securities and Exchange Commission recently issued proposed regulations on the “Pay Ratio” disclosure rules. Under these rules, a public company must disclose the ratio of the median of annual total compensation for all...more

The Corporate Communicator - Fall 2013

In this issue of the Corporate Communicator, we provide a summary of the Securities and Exchange Commission’s recently proposed pay ratio disclosures. The pay ratio (sometimes referred to as the “pay disparity” ratio)...more

The Financial Report - Volume 2, No. 17 • September 2013

Discussion and Analysis - Even some financial services industry professionals are confused. The 80-year-old prohibition on general solicitation ended on Monday of last week. This means it is now legal for companies to...more

SEC Proposes Rules on Pay Ratio Disclosure

On September 18, 2013, the Securities and Exchange Commission (the “SEC”) approved by a three-to-two vote proposed rules (the “Proposed Rules”) implementing Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer...more

SEC’s Proposed CEO Pay Ratio Disclosure Rule: What You Need to Know

On September 18, 2013, the Securities and Exchange Commission (SEC) released its proposal for additional executive compensation disclosure that, if adopted, will require U.S. domestic public companies to calculate and...more

U.S. Securities & Exchange Commission Proposes CEO Pay Ratio Disclosure Rules

On September 18, 2013, the Commissioners of the U.S. Securities and Exchange Commission (SEC) issued proposed rules to implement Section 953(b) of the Dodd-Frank Act1 that require public companies to disclose how the...more

SEC Approves CEO Pay Ratio Disclosure and Municipal Advisor Registration

At the September 18, 2013, open meeting of the Securities and Exchange Commission (SEC), the commissioners voted three to two to propose rules that will require listed companies to disclose pay ratios comparing a company's...more

SEC Proposes Rules for Pay Ratio Disclosure

On September 18, the SEC voted 3-2 to propose a new rule requiring public companies to disclose the compensation ratio of CEO to the median compensation of its employees, as required by the Dodd-Frank Act. Under the proposal,...more

Executive Compensation and Corporate and Securities Alert: SEC Proposes Rule to Disclose CEO-to-Worker Pay Ratio (“Pay-Ratio...

On September 18, 2013, the Securities and Exchange Commission (“SEC”) narrowly voted in favor of proposing a rule that would require public companies to compare their chief executive officer’s compensation with that of all of...more

SEC Proposes Long-Awaited Pay Ratio Rules

On September 18, 2013, in a 3-2 vote of commissioners cast along party lines, the Securities and Exchange Commission (the “SEC”) proposed rules to implement Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer...more

SEC Issues Proposed Pay Ratio Rules

On September 18, 2013, the SEC voted 3 to 2 in favor of proposed "pay ratio" rules, which require each registrant to disclose the median of the annual total compensation of all of its employees (the MATC), the annual total...more

At Long Last: SEC Proposes New Rules to Compel Disclosure of CEO Pay as Ratio to Median Employee Pay

On September 18, 2013, in accordance with Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Reform Act”), the Securities and Exchange Commission (the “SEC”) issued a press release and...more

SEC Proposes Rule on Required CEO Pay Ratio Disclosure

Organizations affected by the proposed rule, which may take effect for the 2016 proxy season, should consider submitting comments to the SEC. On September 18, in order to implement the mandated disclosures under...more

SEC Proposes Pay Ratio Disclosure Requirements

By a 3-2 margin, the SEC voted to issue a proposal that would amend Item 402 of Regulation S-K to require an issuer to disclose (1) the median of the annual total compensation of all its employees other than its CEO, (2) the...more

SEC Proposes Long-Awaited Rules on CEO Pay Ratio Disclosure

A set of long-awaited proposed rules requiring public companies to make additional executive compensation disclosure has finally been proposed by the Securities and Exchange Commission (the “SEC”). On September 18, 2013, the...more

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