News & Analysis as of

Indemnification Clawbacks

Venable LLP

December 1 Deadline Nears for Adoption of Clawback Policies

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Companies that are listed on the Nasdaq Stock Market or the New York Stock Exchange are required to adopt a clawback policy that provides for the recovery from any current or former executive officers of incentive-based...more

Pillsbury Winthrop Shaw Pittman LLP

Public Companies Required to Adopt Clawback Policies by December 1, 2023

All companies that have securities listed in the United States, including foreign and domestic companies, are required to adopt an executive compensation recoupment (a.k.a. “clawback”) policy by, in most cases, no later than...more

Seward & Kissel LLP

The SEC Adopts Final Rules Regarding the Regulation of Private Fund Advisers

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On August 23, 2023, by a vote of 3-2, the Securities and Exchange Commission (the “SEC”) adopted new final rules and amendments to existing rules under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) with...more

Paul Hastings LLP

Investment Funds & Private Capital Market Insights: SEC Adopts Scaled-Back Version of Private Fund Rules (Part 1 of 2)

Paul Hastings LLP on

On August 23, 2023, the SEC voted (3-2) to adopt new rules and amendments under the Investment Advisers Act of 1940 applicable to private fund advisers (available here), which were initially proposed in February 2022. The...more

Goodwin

SEC Approves December 1st Deadline for NYSE and Nasdaq Clawback Policies: Preparations Companies Should Consider Undertaking Now

Goodwin on

On June 9, 2023, the U.S. Securities and Exchange Commission (SEC) approved amendments filed earlier that week by the New York Stock Exchange (NYSE) and The Nasdaq Stock Exchange (Nasdaq) that, among other things, provided...more

King & Spalding

New Expansive Rules for Clawback of Incentive-Based Compensation

King & Spalding on

Several recent developments with the U.S. Securities and Exchange Commission (“SEC”) come into effect this year, including the new pay-versus-performance proxy disclosure as well as new Rule 10b5-1 rules and related...more

Dechert LLP

The Claws are Sharpened – SEC finalizes Clawback Regulations under Dodd-Frank

Dechert LLP on

The Securities and Exchange Commission (“SEC”) on October 26, 2022, adopted final rules1 directing national securities exchanges and associations,2 to establish listing standards that require public companies to develop and...more

Snell & Wilmer

Corporate Communicator - Fall 2015: SEC Proposes Rules for the Clawback of Executive Compensation

Snell & Wilmer on

In this issue of the Corporate Communicator, we bring you an article about the SEC’s recently released proposal to adopt rules for the clawback of executive compensation. The proposal is already controversial and it may prove...more

Morgan Lewis

SEC Proposes Rules Requiring Companies to Adopt, Disclose, and Comply With Clawback Policies on Erroneously Awarded Executive...

Morgan Lewis on

On July 1, 2015, the US Securities and Exchange Commission (SEC) issued a long-awaited release (Proposing Release) proposing rules that would direct the national securities exchanges to establish listing standards requiring...more

Goodwin

Delaware Court Invalidates Release and Indemnification Obligations Against a Selling Stockholder in a Merger Transaction

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The Delaware Chancery Court recently invalidated a buyer’s attempt to obtain a release and indemnification obligations from selling stockholders of a Delaware corporation that was acquired in a merger. The ruling will require...more

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