June 19, 2023 Thoughtful Pay Alerts
New SEC Rules on Disclosure of Stock Options Granted in Proximity to Disclosure of Material Nonpublic Information to Go into Effect in 2024
Download a pdf of this article » As part of its recent rulemaking governing insider trading arrangements and the affirmative defense provided by Exchange Act Rule 10b5-1 to trading on the basis of material nonpublic information, the SEC adopted additional rules which will require public companies to provide new disclosure in their annual reports on Form 10-K and definitive proxy statements...Read MoreJune 8, 2023 Thoughtful Pay Alerts
Effective Date for New Compensation Recovery (“Clawback”) Policy Listing Standards to be Extended Until October
Download a pdf of this article » On June 5 and June 6, 2023, the New York Stock Exchange (the “NYSE”) and the Nasdaq Stock Market (“Nasdaq”), respectively, filed amendments to their initial filings proposing new listing standards to implement Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, the provision which requires listed companies to adopt, disclose, and...Read MoreJanuary 13, 2023 Thoughtful Pay Alerts
Glass Lewis Publishes Updates to 2023 U.S. Voting Policy Guidelines
Download a pdf of this article » Glass Lewis recently published updates to its voting policy guidelines for U.S. companies applicable to annual meetings of shareholders starting January 1, 2023. In addition to clarifying several of its existing executive compensation policies, including a pair related to the SEC’s recent adoption of final rules governing “pay-versus-performance” disclosure and...Read MoreJanuary 4, 2023 Thoughtful Pay Alerts
BlackRock Updates Executive Compensation Guidelines and Further Expands Voting Choice for 2023 Annual Meetings
Download a pdf of this article » On December 19, 2022, BlackRock released its 2023 U.S. proxy voting guidelines. Among other revisions, the guidelines contain several changes to BlackRock’s executive compensation policies that may be of interest to compensation committees of technology and life sciences companies. Key changes include. New language indicating that compensation structures...Read MoreDecember 26, 2022 Thoughtful Pay Alerts