News & Analysis as of

Equity Compensation

Opportune LLP

Profits Interests: Accounting & Valuation Considerations

by Opportune LLP on

Executives at both public and private oil and gas companies commonly receive performance-based incentives. The objective is to link compensation closely to the financial results of a firm. These performance-based incentives...more

Orrick, Herrington & Sutcliffe LLP

Hitting Home: Law Firms Are Now The Target Of A Spate Of New Pay Equity Cases

Big Law is no stranger to providing advice on pay equity or defending pay equity lawsuits. But until recently, headlines generally featured lawsuits challenging the compensation practices of their clients, not the law firms...more

Stinson Leonard Street - Dodd-Frank and the...

ISS Issues FAQs On GICS Code 5020 Implementation

On September 28, 2018, S&P Dow Jones Indices and MSCI, Inc. will introduce a new grouping to their Global Industry Classification Standard (GICS) system. This new classification, coded 5020, will be called “Media &...more

Ward and Smith, P.A.

Dodd-Frank Revisions Benefit Private Companies: Congress Doubles Enhanced Disclosure Trigger for Equity Compensation Awards Under...

by Ward and Smith, P.A. on

The Economic Growth, Regulatory Relief, and Consumer Protection Act (the "Act") hit national news channels in late May 2018 due to its sweeping relief from provisions of the 2010 Dodd-Frank Wall Street Reform and Consumer...more

Bryan Cave Leighton Paisner

Securities and Corporate Governance Update – August 2018

by Bryan Cave Leighton Paisner on

This newsletter discusses noteworthy updates, key regulatory decisions and upcoming compliance reminders. In this edition we review... ...more

Womble Bond Dickinson

SEC Adopts Final Rules to Update and Simplify Disclosure Requirements

by Womble Bond Dickinson on

The U.S. Securities and Exchange Commission (SEC) has adopted final rules to eliminate redundant, duplicative, overlapping, outdated, or superseded disclosure requirements. These rules, adopted more than two years after the...more

Eversheds Sutherland (US) LLP

Results-disoriented–Ninth Circuit withdraws its Altera decision 

On August 7, 2018, the US Court of Appeals for the Ninth Circuit withdrew its opinion in Altera Corporation v. Commissioner, just 15 days after the initial release of the opinion. The court in Altera had overturned a Tax...more

Ropes & Gray LLP

In Sudden About-Face, Ninth Circuit Withdraws Altera Decision Pending Further Discussions with New Panel Judge

by Ropes & Gray LLP on

As previously reported by Ropes & Gray, on July 24, 2018, the Ninth Circuit reversed the Tax Court’s prior decision in the Altera case and upheld the IRS regulation requiring the allocation of stock-based compensation in...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Solicits Comment on Modernizing the Rules and Forms for Stock-Based Compensation

On July 18, 2018, the Securities and Exchange Commission (SEC) issued a concept release soliciting public comment on ways to modernize Rule 701 and Form S-8 of the Securities Act of 1933 to account for recent developments...more

Ropes & Gray LLP

Ninth Circuit Upholds IRS Regulation on Allocation of Stock-Based Compensation, Reversing the Tax Court

by Ropes & Gray LLP on

In an unexpected 2-1 decision, Judge Reinhardt, who passed away in March of this past year, cast the Ninth Circuit’s deciding vote to reverse the Tax Court’s prior ruling in Altera. In 2015, the Tax Court invalidated Treasury...more

Eversheds Sutherland (US) LLP

Share and share alike - the Ninth Circuit upholds regulations on stock-based compensation costs in cost-sharing arrangements

On July 24, 2018, the US Court of Appeals for the Ninth Circuit in Altera Corporation v. Commissioner overturned a unanimous decision by the Tax Court invalidating Treas. Reg. § 1.482-7A(d)(2), which provides that a...more

Shearman & Sterling LLP

Altera: Ninth Circuit Reverses US Tax Court and Holds that Treasury Regulation Allocating Stock-Based Compensation Expenses Is...

by Shearman & Sterling LLP on

On July 24, 2018, in Altera Corp. v. Commissioner, a divided panel of the U.S. Court of Appeals for the Ninth Circuit upheld the validity of a Treasury Department regulation that requires a U.S. taxpayer to allocate a portion...more

Wilson Sonsini Goodrich & Rosati

Ninth Circuit Overturns Altera and Revives Regulations on Cost Sharing of Stock-Based Compensation

On July 24, 2018, the U.S. Court of Appeals for the Ninth Circuit, in a 2-to-1 opinion, ruled in Altera Corp. v. Commissioner that Treasury Regulations involving transfer pricing promulgated in 2003 (the Regulations) complied...more

Dentons

Draft of the Polish act on Employee Capital Plans

by Dentons on

The latest draft of the Polish Act on Employee Capital Plans (PPK) was announced on July 17, 2018. The bill is now past its public consultations and Social Dialogue Commission assessment stages. The most important proposals...more

White & Case LLP

SEC Amends Rule 701 and Solicits Public Comments on Further Changes to Rule 701 and Form S-8 in a Concept Release

by White & Case LLP on

On July 18, 2018, the Securities and Exchange Commission ("SEC") issued final rules to amend Rule 701(e) of the Securities Act of 1933 (the "Securities Act") to raise the threshold value that triggers the requirement to...more

Harris Beach PLLC

SEC Amendment to Rule 701 May Expand the Use of Equity Compensation by Private Companies

by Harris Beach PLLC on

The Congressionally-mandated amendment aims to ease the disclosure burdens of private companies that grant compensatory stock to employees. Grants of securities to employees, including stock options, restricted stock and...more

Allen Matkins

Why You Might Want To Aim Higher When Seeking Equity Plan Approval

by Allen Matkins on

Yesterday's post highlighted one company's confusion about the vote required for shareholder approval of an equity compensation plan under the California General Corporation Law. Because the GCL does not impose a specific...more

Hayse LLC

Succession Planning as Financial Planning: Five Critical Components

by Hayse LLC on

Succession planning is an important issue for many law firms, especially as the Boomers and Generation Xers age and the human resource pyramid becomes an irregular shaped box. When you add in the assault on the industry from...more

Snell & Wilmer

Yet Another Reason to Focus on Director Pay

by Snell & Wilmer on

We have previously encouraged our readers to focus on the size of their director pay packages and the processes their boards undertake in setting director compensation. Prior focus on these issues was recommended largely as a...more

White and Williams LLP

The Economic Growth, Regulatory Relief and Consumer Protection Act Amends a Key Provision of Rule 701

by White and Williams LLP on

The Economic Growth Regulatory Relief and Consumer Protection Act, which was signed into law by President Trump on May 24, 2018, directs the US Securities and Exchange Commission (SEC) to amend a significant provision of Rule...more

Miles & Stockbridge P.C.

Two Cheers for Deferred Taxation of Qualified Equity Grants

by Miles & Stockbridge P.C. on

The Tax Cuts and Jobs Act added a new tax deferral to encourage private corporations to grant more equity awards. If you’re thinking about it, consider whether the juice is worth the squeeze....more

Skadden, Arps, Slate, Meagher & Flom LLP

JCOPE Promulgates New Lobbying Regulations; Kansas Expands Scope of Lobbying Law

Below, we have summarized recent developments regarding New York and Kansas lobbying requirements. New York Lobbying Regulations - On April 24, 2018, the New York Joint Commission on Public Ethics (JCOPE) voted to...more

Burns & Levinson LLP

Financing Growth: Preferred Equity

by Burns & Levinson LLP on

This year is primed to be the cannabis industry’s biggest yet. Almost $3 billion of capital was raised in the first quarter of 2018, more than four times the amount raised in the first quarter of 2017. With the increase in...more

White and Williams LLP

New IRC Section 83(i) Introduces Election to Defer Tax on Certain Stock Options and RSUs

by White and Williams LLP on

An election introduced as part of the 2017 Tax Cuts and Jobs Act allows taxpayers to defer the recognition of taxable income with respect to certain categories of compensatory stock options and restricted stock units (RSUs)....more

Dentons

Director compensation limits and considerations

by Dentons on

A recent ruling by the Delaware Supreme Court could have far-reaching consequences for how companies set their director compensation limits. ...more

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