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Year-End Reporting for ISO Exercises and ESPP Stock Transfers

This alert serves as a reminder of certain year-end reporting requirements imposed under Section 6039 of the Internal Revenue Code of 1986, as amended, with respect to...more

SEC Adopts Long-Considered Pay-Versus-Performance Disclosure Rule

Background On August 25, 2022, the Securities and Exchange Commission (SEC) adopted pay-versus-performance rules (codified in Item 402(v) of Regulation S-K), 12 years after the Dodd-Frank Wall Street Reform and Consumer...more

ISS Opens Survey for 2023 Policy Changes; Glass Lewis Seeks Informal Feedback

ISS Policy Survey - Toward the end of each year, Institutional Shareholder Services updates its proxy vote recommendation policies for meetings held on or after February 1 of the following year. As part of that process,...more

Alert: IRS Announces Adjusted Plan Limits for 2020

The Internal Revenue Service has announced the 2020 limits that affect the operation of tax-qualified retirement plans, including 401(k) plans, and certain other types of employee benefit plans, including deferred...more

Alert: Year-End Reporting for ISOs and ESPPs

This alert serves as a reminder of certain year-end reporting requirements imposed under Section 6039 of the Internal Revenue Code of 1986, as amended, with respect to incentive stock option exercises and transfers of stock...more

Alert: Updates to ISS Governance QualityScore and Special Data Verification Period Open

What is QualityScore? Institutional Shareholder Services (ISS) rates corporate governance quality and risk for companies in 30 markets, including constituents of the US Russell 3000, through a product called "QualityScore"...more

Alert: IRS Issues Guidance on Amended Section 162(m) Rules

On Tuesday, the IRS issued widely-anticipated guidance regarding certain amendments that were made by the Tax Cuts and Jobs Act to Section 162(m) of the Internal Revenue Code. Under Section 162(m), compensation paid to a...more

Alert: Delaware Supreme Court Changes Conversation on Director Compensation

In recent years, there has been an increase in Delaware breach of fiduciary duty claims (including stockholder demands and actual cases) asserted against public company boards alleging that the directors engaged in...more

Alert: New Disability Claims Procedures Not an April Fools’ Joke; Changes to ERISA Regulations Applicable April 1

Earlier this year the US Department of Labor ("DOL") announced that regulations specifying new procedural requirements for administration of disability benefits claims under plans that are subject to the Employee Retirement...more

Alert: Year-End Reporting for ISOs and ESPPs

This alert serves as a reminder of certain year-end reporting requirements imposed under Section 6039 of the Internal Revenue Code of 1986, as amended, with respect to incentive stock option exercises and transfers of stock...more

Alert: Equilar Peer Submission Process Now Open

Glass Lewis uses Equilar Market Peers to analyze companies' executive pay and relative company performance when formulating say-on-pay vote recommendations for its institutional investor clients. When developing Market Peers,...more

Alert: ISS Peer Group Submission Process for 2018 Annual Meetings

Each year, Institutional Shareholder Services (ISS) constructs its own peer groups to analyze companies' executive pay and relative company performance. In doing so, it takes into account each company's self-selected peer...more

Alert: Updates to ISS Governance QualityScore and Special Data Verification Period Opening November 13, 2017

What is QualityScore? Institutional Shareholder Services (ISS) rates corporate governance quality and risk for companies in 30 markets, including constituents of the U.S. Russell 3000, through a product called...more

Alert: IRS Announces Adjusted Plan Limits for 2018

The Internal Revenue Service has announced the 2018 limits that affect the operation of tax-qualified retirement plans, including 401(k) plans, and certain other types of employee benefit plans, including deferred...more

Alert: ISS Peer Group Submission Process Window Open for Annual Meetings Scheduled Between September 16, 2017 and January 31, 2018...

Institutional Shareholder Services Inc. (ISS) constructs its own peer groups to analyze companies' executive pay and relative company performance. In doing so, it takes into account each company's self-selected peer companies...more

Alert: New Pubcos Should Consider Defensive Health in Light of ISS/GL Recommendations

ISS and Glass Lewis are continuing to apply special scrutiny to certain corporate governance provisions of "newly public" companies (generally, companies that have gone public in 2014 or later). In short, the latest policies...more

Alert: Year-End Reporting for ISOs and ESPPs

This alert serves as a reminder of certain year-end reporting requirements imposed under Section 6039 of the Internal Revenue Code of 1986, as amended, with respect to incentive stock option exercises and transfers of stock...more

Alert: DOL Issues Guidance on Shareholder Engagement and Pension Fund Investments

On December 28, the US Department of Labor ("DOL") issued Interpretive Bulletin 2016-01 (published in the Federal Register on December 29, 2016), setting forth its views concerning the legal standards under Sections 402, 403,...more

Alert: ISS and Glass Lewis Update 2017 Proxy Voting Policies

Institutional Shareholder Services (ISS) and Glass Lewis (GL), the two most influential proxy advisory firms, recently released updates to their voting policies for 2017. Both ISS and GL issued policy updates on director...more

Alert: Deadline Approaching for Equilar Peer Submission Process and Enrollment for Glass Lewis Issuer Data Reports

Glass Lewis uses Equilar Market Peers to analyze companies’ executive pay and relative company performance when formulating say-on-pay vote recommendations for its institutional investor clients. When developing Market Peers,...more

Alert: ISS Peer Group Submission Process for 2017 Annual Meetings

Each year, Institutional Shareholder Services (ISS) constructs its own peer groups to analyze companies' executive pay and relative company performance. In doing so, it takes into account each company's self-selected peer...more

Alert: IRS Announces Adjusted Plan Limits for 2017

The Internal Revenue Service has announced the 2017 limits that affect the operation of tax-qualified retirement plans, including 401(k) plans, and certain other types of employee benefit plans, including deferred...more

Blog: Did your employees exercise options? Remember to file your IRS Form 3921

Does this apply to us? Only if you had one or more employees exercising incentive stock options (ISOs) during 2015. Does it matter if we are public or private? No....more

Alert: Affordable Care Act Year-End Reporting Requirements and Extended Deadlines

This Alert serves as a reminder of certain Affordable Care Act ("ACA") year-end reporting requirements imposed under Sections 6055 and 6056 of the Internal Revenue Code of 1986, as amended (the "Code"). Section 6055 requires...more

Alert: Year-End Reporting for ISOs and ESPPs

This alert serves as a reminder of certain year-end reporting requirements imposed under Section 6039 of the Internal Revenue Code of 1986, as amended, with respect to incentive stock option exercises and transfers of stock...more

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