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Compensation & Benefits Incentive Compensation

DarrowEverett LLP

Post-Closing Incentive Structures for Key Management in Private Equity

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If you own or manage a company that a private equity firm is looking to acquire, and you plan to stay on after the closing, you’ll likely need to negotiate two key points: rolling over some or all of your equity and...more

Skadden, Arps, Slate, Meagher & Flom LLP

ISS Issues Updated FAQs on US Executive Compensation Policies for 2025

On December 13, 2024, Institutional Shareholder Services (ISS) issued updated Frequently Asked Questions (FAQ) related to its U.S. Executive Compensation Policies effective for shareholder meetings occurring on or after...more

Snell & Wilmer

ISS Updates its Executive Compensation Policy FAQs for 2025 Proxy Season

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Institutional Shareholder Services Inc. (“ISS”), a leading proxy advisory firm, recently updated its Executive Compensation Policy Frequently Asked Questions (“FAQs”). A full link to the ISS guidance can be found here....more

Wilson Sonsini Goodrich & Rosati

FAQs: UK Employee Equity Incentive Annual Reporting Deadline Approaching

2023/2024 Annual Returns Must Be Filed by July 6, 2024 - Companies operating employee equity incentive arrangements in the United Kingdom, including companies incorporated or registered outside of the United Kingdom, are...more

Stikeman Elliott LLP

Ontario Superior Court of Justice Awards Retired VP $1.8m in Damages for Incentive Compensation and Vacation Pay

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The Ontario Superior Court of Justice’s decision in Boyer v. Callidus, 2024 ONSC 20 (“Callidus”) serves as a helpful reminder to employers of the importance of carefully drafting, documenting, and communicating contractual...more

Farrell Fritz, P.C.

Out of Control! What the Elon Musk Compensation Case Reminds Us about Transactions with Controlling Stockholders

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Process still matters.  That’s the main takeaway from the Delaware Court of Chancery’s 200-page opinion striking down Tesla’s 2018 incentive package awarded to Elon Musk.  The court rescinded the incentive package mainly...more

Bennett Jones LLP

Incentivizing Employees: Avoiding a Salary Deferral Arrangement

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Incentivizing employees is a critical component of most business strategies. Employers may implement arrangements for deferred cash bonuses, often subject to the satisfaction of certain criteria. From a tax perspective, the...more

Lowenstein Sandler LLP

Clawbacks and Incentive-Based Compensation: How to Prepare for the New NASDAQ and NYSE Requirements

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In today’s episode of “Just Compensation,” Kate Basmagian, partner in Lowenstein’s Capital Markets & Securities group and chair of the firm's ESG group; Christine Osvald-Mruz, partner in the Employee Benefits & Executive...more

WilmerHale

Public Company Stock Option Repricings: A Primer

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Stock options are often a significant, and critical, component of a public company’s compensation and benefits programs as they align the interests of employees and stockholders—when the company’s stock price increases,...more

Thomas Fox - Compliance Evangelist

Executive Compliance Comp and Compliance: From Incentives to Clawbacks

There are two problems that every company must deal with at the intersection of executive compensation and compliance. The first is the presence of perverse incentives within organizations, where executives are often...more

Williams Mullen

PODCAST: Williams Mullen's Benefits Companion - Using Equity Incentives to Attract and Retain Key Team Members

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On this episode of Williams Mullen's Benefits Companion, host Brydon DeWitt is joined by his colleague, Nona Massengill, a partner who focuses her practice on executive compensation matters. Nona shares insight on how...more

Wyrick Robbins Yates & Ponton LLP

SEC Approves NYSE and Nasdaq Clawback Listing Standards

As previously reported, NYSE and Nasdaq filed proposed listing standards with the Securities and Exchange Commission (“SEC”) earlier this year to implement the SEC’s rule requiring most publicly traded companies to adopt a...more

Holland & Knight LLP

NYSE, Nasdaq Amend Proposed Listing Standards Related to Clawbacks

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The New York Stock Exchange (NYSE) on June 5, 2023, filed an amendment to its incentive compensation clawback listing standard originally proposed in February 2023. The Nasdaq Stock Market followed suit and filed an analogous...more

Mayer Brown Free Writings + Perspectives

NYSE and NASDAQ Propose October 2, 2023 Effective Date to Clawback Listing Standards

On June 5, 2023, the New York Stock Exchange (“NYSE”) filed an amendment to its proposed Dodd-Frank clawback listing policy providing for an effective date of October 2, 2023. Similarly, on June 6, 2023, Nasdaq filed an...more

Wyrick Robbins Yates & Ponton LLP

NYSE and Nasdaq Adopt Proposed Listing Standards to Implement Clawback Rules

As we previously reported, last October, the Securities and Exchange Commission (“SEC”) adopted a final rule requiring most publicly traded companies to adopt a clawback policy to recover incentive-based compensation from...more

Mayer Brown Free Writings + Perspectives

NYSE and Nasdaq Propose Clawback Listing Standards

The US Securities and Exchange Commission (SEC) adopted Rule 10D-1 in October 2022, directing national securities exchanges to establish listing standards that prohibit the listing of any security of a company that does not...more

Bennett Jones LLP

'Tis the Reason: ABCA Considers Expanding Gatekeeping Role of Courts in Certification of Workplace Class

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Workplace class proceedings are on the rise in Canada. Recent class actions have involved employee claims for overtime, vacation time, damages for COVID-19 pandemic terminations, extended healthcare benefits,...more

Hogan Lovells

You want what back? Key takeaways from DOJ on compensation clawbacks and compliance programs

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On September 15, 2022, Deputy Attorney General Lisa Monaco released a memorandum titled “Further Revisions to Corporate Criminal Enforcement Policies Following Discussions with Corporate Crime Advisory Group,” known...more

The Volkov Law Group

DOJ’s Perspective on Clawbacks and Deferred Compensation Systems (Part III of III)

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DOJ’s decision to examine corporate compensation programs as an important part of a compliance program should be welcomed.  DOJ’s initiative asks a very good question – how can incentives and disincentives be used to promote...more

Mayer Brown Free Writings + Perspectives

SEC Reopens Clawback Comment Period…Again

On June 8, 2022, the US Securities and Exchange Commission (“SEC”) issued a release (“New Reopening Release“), reopening the comment period on the clawback listing standard rules that it proposed in 2015 (“2015 Proposal“). At...more

LawVision

Shifting the Conversation on Associate Compensation: From “What Can We Afford?” to “Where Should We Be?”

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There may be no single economic challenge facing law firms today bigger than the current war for talent.  Driven by transactional practices, the acceleration of base compensation and bonuses started last year and continuing...more

Kramer Levin Naftalis & Frankel LLP

SEC Settlement Invokes Rarely Used Sarbanes-Oxley Act Provision Requiring Reimbursement of Incentive Compensation

Introduction - On Feb. 2, 2021, the Securities and Exchange Commission (SEC) issued a cease-and-desist order settling charges against the former CEO and CFO of WageWorks Inc. (WageWorks, or the Company), stemming from the...more

Littler

Supreme Court of Canada Overturns Court of Appeal in Landmark Bonus Case

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On October 9, 2020, in Matthews v. Ocean Nutrition Canada Ltd., 2020 SCC 26, the Supreme Court of Canada (SCC)—the highest court in the country—released a highly anticipated decision in an employee’s appeal of the Nova Scotia...more

Jones Day

Health Care on the Other Side: Physician Compensation Models in a Post-COVID-19 Landscape

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The COVID-19 pandemic has raised concern among health care leaders about the preparedness of acute care systems to adapt to and manage large-scale environmental disruptions. Current physician compensation models do not align...more

McAfee & Taft

Compensation policies for physicians employed by hospitals and health systems

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An estimated 45% of physicians nationally are employed by hospitals and health systems. Their compensation arrangements vary widely and take into account regional and local adjustments, different payment methodologies,...more

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