News & Analysis as of

Final Rules Pay-for-Performance

BakerHostetler

SEC Provides Additional Compliance & Disclosure Interpretations for Further Clarification on Pay-Versus Performance Disclosure

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Although registrants have already had to comply with the Final Rules in annual reports, proxy statements and information statements beginning with the fiscal year ended on or after Dec. 16, 2022, registrants continue to have...more

BakerHostetler

SEC Clarifies Dodd-Frank Act Pay-Versus-Performance Rules with New C&DIs

BakerHostetler on

As registrants work toward including the new required Item 402(v) of Regulation S-K executive compensation disclosure, the SEC issued new C&DIs to provide some much-needed guidance in applying the Final Rules....more

Snell & Wilmer

SEC Reporting Update

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Recently Adopted Rules - Pay-Versus-Performance Disclosure Rules. New Item 402(v) of Regulation S-K (“Item 402(v)”), which sets forth the new pay-versus-performance disclosure rules (the “PVP Rules”), became effective on...more

Skadden, Arps, Slate, Meagher & Flom LLP

Capital Markets - 2022 Capital Markets and Corporate Governance Regulatory Review

To prepare for 2023, reporting companies should be aware of applicable SEC filing deadlines and financial statement “staleness” dates, as well as regulatory reforms that may affect the preparation and contents of disclosures...more

Goodwin

Frequently Asked Questions: Pay Versus Performance Final Rules - Update

Goodwin on

The SEC published final rules in late August 2022 that will require new pay versus performance disclosure in 2023 proxy statements, as described in our earlier client alert. These rules will require companies that are not...more

Sheppard Mullin Richter & Hampton LLP

Another Seven Year Wait is Over! SEC Finalizes Regulations on Clawback of Incentive Compensation for Restated Financial Statements

As we recently noted (see our Corporate & Securities Law blog from October 26, 2022, “SEC Adopts New Executive Compensation Clawback and Disclosure Rule”), in accordance with Section 954 of the Dodd-Frank Wall Street Reform...more

Paul Hastings LLP

Long-awaited Pay v. Performance Rules Adopted

Paul Hastings LLP on

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

Kramer Levin Naftalis & Frankel LLP

SEC Adopts Final Rule Requiring ‘Pay Versus Performance’ Disclosure

On Aug. 25, 2022, the Securities and Exchange Commission (SEC) adopted a new rule requiring public companies (subject to some notable exceptions, described below) to disclose, in proxy statements and information statements...more

Foley & Lardner LLP

SEC Adopts Final Pay Versus Performance Disclosure Rules

Foley & Lardner LLP on

On August 25, 2022, the SEC adopted final pay versus performance disclosure rules. The breadth and complexity of the new rules require that companies begin to prepare the new disclosures now to provide enough time for data...more

McDermott Will & Emery

SEC Adopts Final Pay Versus Performance Rules

McDermott Will & Emery on

On August 25, 2022, the US Securities and Exchange Commission (SEC) adopted final rules to implement the pay versus performance disclosure requirement mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act...more

Sheppard Mullin Richter & Hampton LLP

The Seven Year Wait is Over! SEC Finalizes New Pay Versus Performance Disclosure Regulations

As we previously commented more than seven years ago (see our blog from May 4, 2015, “Finally! SEC Proposes New Pay for Performance Disclosure Regulations”), on April 29, 2015, in accordance with Section 953(a) of the...more

Kelley Drye & Warren LLP

SEC Adopts Sweeping Pay for Performance Disclosure Requirements for Public Companies

On August 25, 2022, the Securities and Exchange Commission (SEC) adopted rules (the “Final Rules”), which require covered publicly traded companies to provide both tabular and narrative and/or graphical disclosure of the...more

Skadden, Arps, Slate, Meagher & Flom LLP

"SEC Moves to Complete Final Rules for Executive Compensation Disclosures"

Public companies should start preparing for the new executive compensation disclosures mandated by the Dodd-Frank Act as the Securities and Exchange Commission (SEC) moves to complete these rulemakings in the next year. The...more

Perkins Coie

Dodd-Frank Executive Compensation Update: SEC Adopts CEO Pay Ratio Disclosure Rules

Perkins Coie on

The Securities and Exchange Commission (SEC) recently adopted final rules implementing one of the last four remaining executive compensation requirements under the Dodd-Frank Wall Street Reform and Consumer Protection Act. ...more

King & Spalding

Final Section 162(m) Regulations Clarify Exceptions to $1 Million Deduction Limit

King & Spalding on

Section 162(m) of the Internal Revenue Code ("Section 162(m)") limits the tax deduction that a publicly held corporation may take with respect to compensation paid to each of the corporation's chief executive officer and its...more

Cozen O'Connor

CMS’ Long Awaited Final ACO Regulations for 2016 and Beyond: Major New Options and Plenty of Fine Tuning

Cozen O'Connor on

Today, the Centers for Medicare and Medicaid Services (“CMS”) will publish final regulations (“Final Rule”) for its flagship pay-for-performance program, the Medicare Shared Savings Program, in the Federal Register. The Final...more

Cadwalader, Wickersham & Taft LLP

Final Regulations on Section 162(m) Deduction Limit Exceptions

New final regulations(the “Final Regulations”) have been issued clarifying and altering the “qualified performance-based compensation” exception and the transitional “reliance period” exception for newly public companies to...more

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