News & Analysis as of

Stock Options Executive Compensation

Section 162(m) Compliance Reminder

Compensation paid by a publicly-traded corporation to its Chief Executive Officer and three other highest compensated officers (other than the Principal Financial Officer) is generally not tax deductible to the extent the...more

Employee Benefits Advisory: New Proposed 409A Regulations May Impact Nonqualified Deferred Compensation Arrangements

by Sherman & Howard L.L.C. on

On June 21, 2016, the IRS issued proposed 409A regulations intended to (a) clarify certain provisions of the final 409A regulations that were published in 2008, (b) withdraw and replace provisions in those earlier regulations...more

Modifications to Code Section 409A Regulations

by Bracewell LLP on

On June 22, 2016, the Internal Revenue Service published proposed regulations under Internal Revenue Code Section 409A, which applies to non-qualified deferred compensation plans and arrangements. The proposed regulations are...more

Blog: Do Stock Options Affect Consumer Safety?

by Cooley LLP on

Yes, according to a new study, “Throwing Caution to the Wind: The Effect of C.E.O. Stock Option Pay on the Incidence of Product Safety Problems,” from the University of Notre Dame, as reported in this NYT column by Gretchen...more

Know Your Limits! Section 162(m) and Excess Equity Grants

by King & Spalding on

In the past few years there has been an uptick in stockholder derivative litigation related to equity compensation granted to named executive officers that exceed the plan share limits. The claims against the companies...more

SEC Proposes Rule Requiring Executive Compensation Clawbacks

On July 1, the Securities and Exchange Commission proposed for public comment a new rule and rule amendments to implement provisions of Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010. In...more

Executive Compensation Alert: SEC Proposes “Clawback” Rules for Executive Compensation

by Fenwick & West LLP on

On July 1, 2015, the Securities and Exchange Commission (the “SEC”) proposed rules directing the national securities exchanges (NYSE, NASDAQ, etc.) to create listing standards requiring listed companies to implement policies...more

Executive Compensation Alert: SEC Proposes “Clawback” Rules for Executive Compensation

by Fenwick & West LLP on

On July 1, 2015, the Securities and Exchange Commission (the “SEC”) proposed rules directing the national securities exchanges (NYSE, NASDAQ, etc.) to create listing standards requiring listed companies to implement policies...more

SEC proposed rule would require new "pay versus performance" table in proxy statements

by Dentons on

As public companies navigate the 2015 proxy season, a potential change to executive compensation disclosure is on the horizon. The US Securities and Exchange Commission (SEC) has proposed new rules to implement the...more

IRS Publishes Final Regulations Under Section 162(m)

by White & Case LLP on

On March 31, 2015, final regulations of Internal Revenue Code Section 162(m) were published. The final regulations clarify exceptions to the US$1 million annual limit on deductions allowable to publicly held corporations for...more

A Phantom Menace for IPO Companies - US Tax Regulations Restrict the Use of Restricted Stock Units

by Dechert LLP on

Section 162(m) of the Internal Revenue Code (“Section 162(m)”) provides for a $1 million dollar limitation on the amount of compensation paid to each of certain named executive officers that public companies may deduct in any...more

Executive Compensation Strategies to Build Your Company, Win New Business & Develop a Strategic Exit Plan

by PilieroMazza PLLC on

In this presentation: - Determine Appropriate “Starting Point” - Universe of Incentive Plans - Equity Linked vs. Equity Ownership Plans - Win New Business In An LPTA Environment -...more

An Appreciation for Hedging Your Bets on Deferred Compensation: IRS Issues Revenue Ruling 2014-18 Under Section 457A of the...

by Dechert LLP on

Under Section 457A of the Internal Revenue Code of 1986 (the “Code”), certain offshore and other entities are limited in their ability to provide tax-effective deferred compensation to providers of services to those entities....more

"Executive Compensation and Benefits Alert: Ways and Means Tax Reform Bill Proposes Fundamental Changes to Executive Compensation"

House Ways and Means Committee Chairman David Camp (R-Mich.) has proposed a draft tax reform plan (the Proposal) containing sweeping changes to the Internal Revenue Code (the Code), including a number of major executive...more

When It Comes To Proxy Statements, The U.S. District Courts May Not Be So Exclusive After All

by Allen Matkins on

A recent ruling by Vice Chancellor Donald F. Parsons, Jr. caused me to ponder why a case involving alleged misstatements in a proxy statement filed with the Securities and Exchange Commission wasn’t immediately tossed out on...more

Setting the Exercise Price of Stock Options

by Foley & Lardner LLP on

While there are many differences between large and small employers when it comes to executive compensation, one common issue confronted by employers of varying sizes is how to set the exercise price of stock options....more

Global Perspectives - Fall 2012

by Reed Smith on

In this issue: - Important Changes to Employee Share Plans in UK - Significant Changes to Stock Options and RSUs (free shares) in France - Year-End Global Stock Plan Reporting Requirements -...more

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