March 30, 2023

Timely Takes Podcast: 2023 Annual Meeting & Proxy Disclosures

Check out the latest edition of our “Timely Takes” Podcast featuring my interview with Skadden’s Brian Breheny and Ryan Adams on disclosure issues that you need to keep in mind when preparing your proxy statement for this year’s annual meeting. In this 17-minute podcast, Brian & Ryan addressed the following topics:

– Compliance issues under the SEC’s new requirement to furnish glossy annual reports via EDGAR for companies that file 10-K “wraps.”
– Do’s and don’ts for complying with the requirement to disclose proposals “clearly and impartially” on the proxy card.
– How to coordinate proxy disclosure of notice and other requirements under Rule 14a-19(b) with disclosure about advance notice bylaw provisions.
– Tips for dealing with pay versus performance disclosures.
– This year’s other “hot button” proxy disclosure issues.

Speaking of annual meetings, don’t forget to tune in to today’s webcast – “Conduct of the Annual Meeting” – for additional tips and insights into important issues for this year’s annual meetings. If you have insights on a securities law, capital markets or corporate governance trend or development that you’d like to share, I’m all ears – just shoot me an email at

John Jenkins