News & Analysis as of September 19, 2024

Dodd-Frank Wall Street Reform and Consumer Protection Act › CD&A

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The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and includes broad reforms related to many aspects of the financial and banking industry. Notable sections of the Act include stricter regulations of the derivatives market, as well as the Volcker Rule, which restricts the trading practices of FDIC-insured institutions. less -

Long-awaited Pay v. Performance Rules Adopted

Paul Hastings LLP on 10/5/2022

Recently, the U.S. Securities and Exchange Commission (the “Commission”) adopted long anticipated final rules requiring registrants to disclose information regarding the relationship between the actual compensation paid to...more

SEC Adopts Pay Versus Performance Compensation Disclosure Requirements

Mintz - Securities & Capital Markets... on 9/27/2022

On August 25, 2022, the Securities and Exchange Commission (“SEC”) adopted rules that amend Item 402 of Regulation S-K to require reporting companies to disclose information detailing the relationship between a company’s...more

Practical Considerations for New Pay vs. Performance Disclosure Requirement

Proskauer - Employee Benefits & Executive... on 9/23/2022

The SEC’s final rule on Pay Versus Performance becomes effective on October 8, 2022, and will require new executive compensation disclosures for the upcoming proxy season (for annual proxy statements that include executive...more

In the Battle of Pay vs. Performance, SEC Declares that Increased Disclosure Wins

Dechert LLP on 9/15/2022

The U.S. Securities and Exchange Commission (the “SEC”) on August 25, 2022 finalized the “Pay-versus-Performance” disclosure requirements (the “Final Rules”)1 that originally were proposed on April 29, 2015 (the “Proposed...more

SEC Adopts Mandatory Pay-versus-Performance Disclosure for 2023 Proxy Statements

Dorsey & Whitney LLP on 9/14/2022

The Securities and Exchange Commission (the “SEC”) has adopted final rules requiring additional disclosures on the relationship between executive compensation and financial performance. SEC disclosure counsel should...more

The SEC's Long-Delayed Dodd-Frank Pay-Versus-Performance Disclosure Requirements Have Finally Arrived

Husch Blackwell LLP on 9/8/2022

On August 25, 2022, the Securities and Exchange Commission (SEC) adopted the pay-versus-performance disclosure requirements that had been in the works for years. The SEC originally proposed pay versus performance rules...more

New SEC "Pay for Performance" Proxy Disclosure Rules Will Require Significant Advance Planning and Effort

Cadwalader, Wickersham & Taft LLP on 9/2/2022

More than twelve years ago, the Dodd-Frank legislation directed the SEC to issue a rule that requires issuers to provide, among other things, information that shows “the relationship between executive compensation actually...more

SEC Adopts Final Pay Versus Performance Disclosure Rule

Orrick, Herrington & Sutcliffe LLP on 8/31/2022

On August 25, 2022, the SEC adopted a final rule implementing a provision of the Dodd-Frank Act of 2010 requiring public companies to provide clear disclosure of the relationship between executive compensation and company...more

SEC Adopt Pay Versus Performance Disclosure Requirements

Morrison & Foerster LLP on 8/31/2022

On August 25, 2022, the U.S. Securities and Exchange Commission (SEC) adopted the pay versus performance disclosure requirements that the agency was directed to promulgate by the Dodd-Frank Wall Street Reform and Consumer...more

That was NOT fast - SEC adopts pay-versus-performance disclosure requirements for upcoming proxy season

BCLP on 8/30/2022

More than seven years after their original proposal, the SEC adopted new rules requiring companies to disclose metrics reflecting the relationship between executive compensation actually paid and the company’s financial...more

A Repeat Performance – U.S. SEC Taking Another Look At Executive Pay Versus Performance

Dechert LLP on 2/11/2022

The Securities and Exchange Commission (SEC) on January 28, 2022, reopened the comment period with respect to its pending “pay versus performance” proposal (Proposed Rule), which would generally require public companies to...more

2020 Compensation Committee Handbook

Skadden, Arps, Slate, Meagher & Flom LLP on 1/21/2020

Skadden’s Executive Compensation and Benefits Group is pleased to provide you with its 2020 Compensation Committee Handbook. This edition reflects updates in applicable law and practices, including developments in director...more

New Scrutiny for Hedging Policies

Troutman Pepper on 9/25/2019

New SEC disclosure rules regarding hedging are now in effect. As a technical matter, these rules do not require a publicly traded company to implement a hedging policy. They merely require a company to disclose information...more

SEC Adopts Final Rules for Disclosure of Hedging Policies

Cadwalader, Wickersham & Taft LLP on 2/27/2019

The U.S. Securities and Exchange Commission (the “SEC”) approved a final rule on December 18, 2018 implementing Section 955 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”). ...more

Trends in Executive Compensation, Employment Law and Compensation Committee Practices

Skadden, Arps, Slate, Meagher & Flom LLP on 2/15/2019

On February 5, 2019, Skadden hosted the webinar “Key Trends in Executive Compensation, Employment Law and Compensation Committee Practices.” The panelists were David Schwartz, Skadden’s global head of Labor and Employment...more

SEC Adopts New Hedging Disclosure Rules

White and Williams LLP on 1/22/2019

On December 18, 2018, the Securities and Exchange Commission (SEC) announced that it had approved and adopted final rules requiring public companies to disclose, in proxy or information statements for election of directors,...more

SEC Adopts New Hedging Disclosure Requirement

Fenwick & West LLP on 1/4/2019

In an effort to provide greater transparency to stockholders regarding employee and director incentives, the U.S. Securities and Exchange Commission (SEC) has adopted a final rule implementing a provision of the Dodd-Frank...more

SEC Adopts Dodd-Frank Hedging Disclosure Rule

Mayer Brown Free Writings + Perspectives on 12/31/2018

On December 18, 2018, the US Securities and Exchange Commission adopted a final rule requiring companies to disclose their hedging policies and practices for employees, officers and directors. This Legal Update discusses...more

Blog: Will The SEC Finally Provide Some Relief From The Nearly Incomprehensible Proxy Statement Requirement For A New Plan...

Cooley LLP on 11/24/2015

Keith Higgins, Director of Corp Fin, hinted that he might be giving us a welcome gift in the future: a revision of Item 10 of Schedule 14A, the proxy statement – in my view, a component of the disclosure rules that has too...more

SEC Proposes Executive Compensation Clawback Rules Pursuant to Dodd-Frank

Holland & Knight LLP on 8/7/2015

The Securities and Exchange Commission (SEC) proposed rules on July 1, 2015, related to the design and implementation of clawback policies of listed issuers for the recovery of compensation erroneously awarded to the issuer’s...more

"SEC Proposes New Rules on Hedging Policy Disclosures"

Skadden, Arps, Slate, Meagher & Flom LLP on 2/16/2015

On February 9, 2015, the U.S. Securities and Exchange Commission (SEC) released proposed rules to implement Section 955 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank). Dodd-Frank amended Section...more

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Dodd-Frank Wall Street Reform and Consumer Protection Act › CD&A

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