Nonprofit Basics: Conflict of Interest Policies and Best Practices for Approving Insider Compensation
How to Prevent Executives from Saying the Wrong Thing When Testifying
Monthly Minute | Environmental, Social, & Governance (ESG) Programs
Welcome to 'Just Compensation'
Williams Mullen's COVID-19 Comeback Plan: 10 Pandemic-Influenced Operations, M&A and Finance Ideas for Executives
Creating Sustainable Models for Social Change with Ashleigh Huffman, Ph.D., U.S. State Department: On Record PR
Working Together: Tips for Ensuring A Compliant Relationship Between You and Your Hospice Board
Leaders Moving 2020 Forward with Julia Haart of Elite World Group
What it takes to be a corporate COO, mother, blogger, and leader with Sigalle Barness of Lawline: On Record PR
Is the #MeToo Movement Over? - Employment Law This Week® - Trending News
Compliance Into The Weeds: Episode 113-Corporate Governance Nightmare
FCPA Compliance Report-Episode 334, Lauren Briggerman
As we bid farewell to 2024, we welcome not only another year but also several new disclosure requirements. In this Snapshot, we summarize several developments and best practices for public companies to consider as the 2024...more
The recent homicide of UnitedHealthcare CEO Brian Thompson has put a spotlight on executive security and has prompted many companies to reassess how they are protecting their top executives. We also believe that in the wake...more
On December 17, the U.S. Securities and Exchange Commission announced it settled charges against fashion retailer Express, Inc. for failing to disclose $979,269 worth of perquisites and personal benefits provided to its...more
The shocking murder of Brian Thompson, the Chief Executive Officer of UnitedHealthcare, while walking to an investor meeting in New York City on December 4, 2024, has caused many boards of directors and executive teams to...more
Now that the 2024 election has passed, individuals and organizations must be mindful of special legal issues that arise from contributions made to, and expenses incurred for, federal, state or local inaugural or transition...more
As most public companies enter their fourth fiscal quarter and look ahead to filing their Form 10-Ks and proxy statements, a recent settlement agreement announced by the Securities and Exchange Commission (the SEC) serves as...more
In April, we issued an alert discussing the U.S. Securities and Exchange Commission ("SEC") and Department of Justice’s ("DOJ") expansion of insider trading to 10b5-1 plans. On June 21, 2024, a federal jury in California...more
As discussed in our March 3, 2023 post, the DOJ and SEC brought an insider trading case against the founder and former CEO and Executive Chairman of Ontrak, Inc. based upon the former executive failing the “clean hands”...more
For the third time, federal agencies have issued a proposed rule to regulate incentive-based compensation paid by certain financial institutions and other entities (the 2024 Proposal). The 2024 Proposal has been released by...more
On March 6, 2024, the U.S. Securities and Exchange Commission (SEC) adopted final rules that will require expansive new climate-related disclosures in Form 10-K and Form 20-F annual reports and most registration statements....more
On September 5, 2023, the Securities and Exchange Commission (the “SEC”) posted and declared effective a Nasdaq rule proposal modifying requirements related to a waiver of the code of conduct in Listing Rules 5610 and...more
Executives at public and private companies will soon run the risk of having their compensation subject to forfeiture for financial misstatements and corporate criminal misconduct under their watch thanks to new “clawback”...more
A multitude of questions over who must approve the grant of equity awards frequently arise when designing equity compensation programs. Do shareholders need to approve the grant? Is approval from the Board of Directors...more
I. WHY THIS CASE MADE THE LIST - A highly publicized and long-running multi-agency action against the former Chief Executive Officer and the former Chief Operating Officer of Theranos Inc. resulted in criminal convictions...more
The new compliance focus on executive compensation, as announced by the US Department of Justice (DOJ) on March 3, 2023, has significant implications for how healthcare organizations address both corporate compliance and...more
Over the last several weeks, federal regulators and prosecutors have sent a strong signal to company executives that they will be using every tool in their arsenal to combat insider trading. The government’s crackdown has...more
On March 1, 2023, the U.S. Department of Justice (DOJ) unsealed an indictment against the CEO of a publicly traded healthcare company (the Executive) relating to charges of an insider trading scheme. The indictment represents...more
The Justice Department recently indicted the Executive Chairman of Ontrak, Inc. alleging that he failed the “clean hands” requirement because he had been aware of material nonpublic information relating to the potential loss...more
Public companies in the United States are subject to a laundry list of federal laws and regulations. The U.S. Securities and Exchange Commission (SEC) is responsible for enforcing these laws and regulations, and it routinely...more
Last week, the US Securities and Exchange Commission’s (SEC) Investor Advisory Committee (IAC) issued recommendations that the SEC impose new restrictions and disclosure requirements for trading plans that afford executives...more
Rule 10b5-1 trading plans have faced increased scrutiny since the onset of the COVID-19 pandemic and the corresponding public focus on stock sales by executives of public life sciences companies. On June 7, 2021, SEC Chairman...more
The U.S. Securities and Exchange Commission (SEC) protects investors by enforcing the nation’s securities laws. It can investigate all forms of securities fraud, including fraud committed by securities issuers,...more
Institutional investors and other stakeholders are seeking better information from public companies on workforce diversity. Company executives and boards are discussing how and what to disclose, and many observers believe the...more
There has been significant discussion lately about the need to restrict or improve the disclosure of trades made by corporate executives under 10b5-1 plans. In late 2019, I co-authored a series for Corporate Counsel...more
The U.S. Securities & Exchange Commission (“SEC”) filed a complaint against Ripple Labs, Inc. (“Ripple”) and two of its executives, Brad Garlinghouse and Chris Larsen, on December 22, 2020 in the U.S. District Court for the...more