On June 26, 2025, the U.S. Securities and Exchange Commission (SEC) hosted a roundtable on executive compensation disclosure requirements with representatives from public companies, their advisors, and investors.
The program began with remarks from Chairman Atkins and Commissioners Peirce and Uyeda, each of whom indicated their support for reexamining the rules. Chairman Atkins, calling the…
In today’s corporate governance landscape, clawback and malus provisions have become key tools for promoting accountability and integrity. By incorporating these provisions, companies aim to align executive actions with the long-term interests of the company and its shareholders.
A “clawback” or “malus” provision enables a company to recover previously paid compensation (either by requiring repayment or reducing…
As proxy season kicks off, companies should be mindful of their disclosure obligations regarding related-person transactions, especially those involving immediate family members of executive officers and directors. On January 15, 2025, the Securities and Exchange Commission (“SEC”) announced the settlement of an enforcement action against a publicly traded software and payment processing company (the “Company”)…
A REVIEW OF EXECUTIVE COMPENSATION SURVEYS: PART II
Private companies face unique challenges and opportunities when it comes to designing and implementing executive compensation plans. Unlike public companies, which are subject to extensive disclosure and regulatory requirements, private companies have more flexibility and discretion in determining how to reward and retain their key talent. Private…
