News & Analysis as of

Dodd-Frank Wall Street Reform and Consumer Protection Act CEOs

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... more +
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 -
McCarter & English, LLP

SEC Adopts New Executive Compensation Clawback Rules for Public Companies

On November 28, 2022, the Securities and Exchange Commission (the SEC) published final clawback rules (the Final Rules) in response to the long-standing requirement under Section 954 of the Dodd-Frank Wall Street Reform and...more

NAVEX

Renewed Focus on SOX 304 Compliance Stresses Need for Culture of Compliance, Executive Accountability

NAVEX on

The Department of Justice and the Securities and Exchange Commission have signaled in recent months that they have reinvigorated their focus on executive compensation claw backs, urging companies to adopt compensation...more

Husch Blackwell LLP

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

Husch Blackwell LLP on

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

BakerHostetler

SEC Adopts Dodd-Frank Act Pay-Versus-Performance Rules

BakerHostetler on

Key Takeaways - ..On August 25, 2022, the Securities and Exchange Commission (“SEC”) adopted final pay-versus-performance rules (the “Final Rules”) that guide the implementation of Section 953(a) of the Dodd-Frank Act,...more

Cozen O'Connor

SEC Adopts Pay Versus Performance Disclosure Rules Seven Years After Original Proposal

Cozen O'Connor on

On August 25, 2022, the Securities and Exchange Commission (SEC) adopted final disclosure rules implementing the pay versus performance requirement of the Dodd-Frank Act for most reporting companies. The SEC originally...more

McDermott Will & Emery

New SEC Rules Heighten Scrutiny Over Executive Pay

McDermott Will & Emery on

On August 25, 2022, the US Securities and Exchange Commission (SEC) adopted final rules imposing new mandatory “pay for performance” disclosures for most public companies (foreign private issuers, emerging growth companies...more

Thomas Fox - Compliance Evangelist

Why the Board of Directors Need an Investigation Protocol

Many companies have an investigation protocol in place when a potential compliance or other legal issue arises. However, many Boards of Directors do not have the same rigor when it comes to an investigation, which should be...more

Robins Kaplan LLP

Financial Daily Dose 1.31.2020 | Top Story: IBM CEO Ginni Rometty is Out After Eight Years at the Helm

Robins Kaplan LLP on

In a week that’s already seen plenty of C-suite shakeups, we’ve learned that Ginni Rometty is stepping down from her role as CEO at IBM. The company’s cloud computing chief, Arvind Krishna, will take over for her, though...more

Stinson - Corporate & Securities Law Blog

Examples of 2019 Pay Ratio Disclosures

Set forth below are examples of pay ratio disclosures from recently filed proxies where registrants chose to rely on the median employee identified in the prior year....more

Skadden, Arps, Slate, Meagher & Flom LLP

Trends in Executive Compensation, Employment Law and Compensation Committee Practices

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

Foley & Lardner LLP

A Review of Recent Whistleblower Developments - January 2019

Foley & Lardner LLP on

Whistleblower Developments is a periodic report covering significant cases, decisions, proposals, and legislation related to whistleblower statutes and how they may impact your business. Recent developments include: Upward...more

Akin Gump Strauss Hauer & Feld LLP

Red Notice Newsletter - Russian

ANTICORRUPTION DEVELOPMENTS – U.S. Agencies Decline to Prosecute Teradata for Alleged FCPA Violations – On February 26, 2018, Teradata Corporation, an Ohio-based enterprise software database management company,...more

Akin Gump Strauss Hauer & Feld LLP

Red Notice Newsletter - Chinese

ANTICORRUPTION DEVELOPMENTS – U.S. Agencies Decline to Prosecute Teradata for Alleged FCPA Violations – On February 26, 2018, Teradata Corporation, an Ohio-based enterprise software database management company,...more

Akin Gump Strauss Hauer & Feld LLP

Red Notice Newsletter - February 2018

ANTICORRUPTION DEVELOPMENTS – U.S. Agencies Decline to Prosecute Teradata for Alleged FCPA Violations – On February 26, 2018, Teradata Corporation, an Ohio-based enterprise software database management company,...more

Kilpatrick

Annual Total Compensation under the Pay Ratio Disclosure Rule

Kilpatrick on

Although adopted back in 2015, the SEC’s pay ratio disclosure rule has been receiving a lot of attention lately, as companies grapple with it for the first time during the 2018 proxy season. The rule was mandated by the...more

Cooley LLP

Blog: Want A Preview Of Pay-Ratio Disclosure? Equilar Releases Pay-Ratio Survey Data

Cooley LLP on

Equilar has just released the results of an anonymous survey of public companies, with 356 respondents, which asked these companies to indicate the CEO-employee pay ratios they anticipated reporting in their 2018 proxy...more

Proskauer - Whistleblower Defense

Seventh Circuit Affirms Grant of Summary Judgment on Terminated CEO’s SOX And DFA Claims

Last week, the Seventh Circuit Court of Appeals held that a terminated CEO’s complaints about his board of directors’ managerial decisions did not qualify as protected whistleblowing under the Sarbanes-Oxley Act of 2002...more

Allen Matkins

Were The SEC’s Pay Ratio Rule Efforts Valiant?

Allen Matkins on

James D.C. Barrall recently published a listing of ten consensuses on CEO pay ratio planning. He begins with the following...more

King & Spalding

CEO Pay Ratio Disclosure Rule – Implementation Considerations

King & Spalding on

Despite attempts to delay or eliminate the CEO pay ratio disclosure rule, most U.S. public companies will be required to comply with the rule beginning with their 2018 proxy statement. The CEO pay ratio disclosure rule will...more

McDermott Will & Emery

Capital Markets & Public Companies Quarterly: Capital Formation, Dividend Notice and Pay Ratio Q3 Updates

McDermott Will & Emery on

During the previous quarter, the SEC confirmed that CEO pay ratio disclosure will go into effect as scheduled for the 2018 proxy season. They further announced a new policy permitting qualifying issuers to submit draft...more

Stinson LLP

SEC Issues Proposed Rules to Modernize and Simplify Regulation S-K

Stinson LLP on

The SEC has proposed amendments to Regulation S-K and related rules and forms. The proposed amendments are based on SEC staff recommendations in a report that was required by Section 72003 of the Fixing America’s Surface...more

McDermott Will & Emery

SEC Publishes Helpful Guidance on Pay Ratio Disclosure

McDermott Will & Emery on

The SEC recently confirmed that the new CEO pay ratio disclosure rules mandated in the Dodd-Frank Act will go into effect in the 2018 proxy season. To assist companies in preparation of the new disclosure, the SEC published...more

Smith Anderson

SEC Issues New Guidance on Pay Ratio Rule, Emphasizing “Flexibility” of Median Employee Pay Calculation

Smith Anderson on

On September 21, 2017, the U.S. Securities and Exchange Commission (SEC) issued an interpretive release to assist public companies in complying with the SEC’s pay ratio rule. The SEC’s interpretive release emphasized the...more

Perkins Coie

SEC Issues New Guidance to Help Companies Prepare CEO Pay Ratio Disclosures

Perkins Coie on

The Securities and Exchange Commission recently issued new guidance to help companies prepare their pay ratio disclosures that provides some relief for companies—and further validates that these rules are highly unlikely to...more

Orrick, Herrington & Sutcliffe LLP

SEC Relaxes Pay Ratio Rules to Facilitate 2018 Proxy Disclosures

On September 21, 2017, the Securities and Exchange Commission (SEC) issued an interpretive release and new/revised C&DIs to assist companies in their efforts to comply with the pay ratio disclosure requirement. The guidance...more

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