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Results from: TheCorporateCounsel.net
  1. Debevoise In Depth Published: 2023-11-29 16:39:23
    ... Compensation Clawback Policy & Disclosure In October 2022, the SEC adopted final rules on clawbacks of executive compensation as required by the Dodd-Frank Wall Street Reform and ...
  2. E-minders April 2005 Published: 2025-01-19 12:03:29
    ... decision - together with the Section 304 clawback provision - to determine whether they ... these questions in our "Severance Arrangements" and "Clawback Provisions" Practice Areas. ...
  3. E-Minders April 2010 Published: 2025-01-19 12:03:29
    ... pay disparity disclosure (Section 953, pages 876-877 and via Manager's Amendment) - Clawbacks (Section 954, pages 877-878) - Disclosure of executive and director hedging (Section ...
  4. E-Minders February 2011 Published: 2025-01-19 12:03:30
    ... 953) - Pay ratios (ratio of CEO pay to average employee pay; Section 954) - Clawback policies (clawback of the compensation of current and former officers upon restatement; Section ...
  5. E-Minders Published: 2025-01-19 12:03:31
    ... should be learning about - and considering, evolving views of pay-for-performance, clawback trends, gender and ethnicity pay gaps, expanding roles for compensation committees, ...
  6. E-Minders Published: 2025-01-19 12:03:31
    ... the SEC's fresh look at clawbacks and pay-for-performance, director compensation in an ever-competitive environment, and a look at how the 2022 proxy season is shaping up. ...
  7. E-Minders Published: 2025-01-19 12:03:31
    ... the SEC's fresh look at clawbacks and pay-for-performance, director compensation in an ever-competitive environment, and a look at how the 2022 proxy season is shaping up. ...
  8. Year 2 of the CEO Pay Ratio Disclosure: Some Investors Want More... Published: 2025-01-19 12:04:34
    ... If the fund's ownership percentage is significant, companies ought to consider the request. The history of these activist groups pushing for more and better compensation clawback ...
  9. Your Upcoming Proxy Disclosures - The EESA Effect : TheCorporateCounse... Published: 2008-11-20 06:45:11
    ... While it is likely that many companies will already have appropriate policies and practices in place, it may be necessary now to revisit things like the company's clawback policy ...
  10. Say-on-Pay: Failures #15-18 : TheCorporateCounsel.net Blog Published: 2012-05-22 05:37:50
    ... Solicitation 4. The Latest SEC Actions & CD&A Developments: Compensation Advisors, Clawbacks, Pay Disparity & More 5. Refining Your Pay-for-Performance Message & Addressing the ...
  11. The SEC's Coming Pay-for-Performance Proposal: My Eight Cents... Published: 2015-04-24 08:59:11
    ... What Now - Peer Group Disclosures: The In-House Perspective - Creating Effective Clawbacks (and Disclosures) - Pledging & Hedging Disclosures - The Executive Summary - The Art ...
  12. Survey Results: Annual Meeting Conduct : TheCorporateCounsel... Published: 2016-01-15 08:58:16
    ... After: Its Impact & Practical Implications - Stats: Pledging & Hedging Policies/Clawbacks/Stock Ownership Guidelines - MTS Systems' Bonus Plan Performance Measure Disclosure - ...
  13. SCOTUS: 5-Year Statute Applies to SEC Disgorgements : TheCorporateCoun... Published: 2017-06-06 13:28:22
    ... A Conversation with Nell Minow 11. Proxy Access: Tackling the Challenges 12. Clawbacks: What to Do Now 13. Dealing with the Complexities of Perks 14. The Big Kahuna: Your ...
  14. Virtual Annual Meetings: Updated "Best Practices" : TheCorporateCounse... Published: 2018-04-17 07:29:42
    ... 6. Navigating ISS & Glass Lewis 7. Proxy Disclosures: The In-House Perspective 8. Clawbacks: What to Do Now 9. Dealing with the Complexities of Perks 10. Disclosure for ...
  15. New Life for House's Truth-in-Pay Bill : TheCorporateCounsel... Published: 2025-07-31 19:26:35
    ... Now that is a clawback - one of the largest fines ever handed down for an individual charged with accounting fraud! [The SEC had sought $60.9 million but the court did not rule on ...
  16. More about "Why" the SEC's December Rule Changes : TheCorporateCounsel... Published: 2025-07-31 19:53:29
    ... One of the first steps a board can take is to ensure properly worded clawback provisions are added to outstanding contracts - see more in our "Clawback Provisions" Practice Area on ...
  17. Parsing the Proxy Access Comment Letters : TheCorporateCounsel... Published: 2009-10-01 07:03:14
    ... Pointers: How to Implement 'Say-on-Pay' - The New Challenges of Bonuses (and Clawbacks) - How to Handle 'Out-of-Money' and Other Down-Market Arrangements - Dealing with the ...
  18. Conflict Minerals: Commerce Department Publishes List (A Year... Published: 2014-09-10 08:17:43
    ... Disclosure - Peer Group Disclosures: The In-House Perspective - Creating Effective Clawbacks (and Disclosures) - Pledging & Hedging Disclosures - The Executive Summary - Dealing ...
  19. SEC's Chief Accountant Recaps Activities & Priorities: What a... Published: 2021-12-07 07:35:03
    ... compensation clawbacks. - Liz Dunshee Take Me Back to the Main Blog Page Blog Preferences: Subscribe, unsubscribe, or change the frequency of email notifications for this blog. ...
  20. Document Retention Published: 2025-01-19 00:00:00
    ... Compliance Changes: Compensation Clawbacks & Third-Party Communication Apps" - ... Programs" - Gibson Dunn (3/23) "Clawbacks, Voluntary Disclosures, and Ephemeral ...
  21. President Obama Announces New Restrictions on Executive Compensation... Published: 2009-02-06 16:40:51
    ... to a nonbinding shareholder resolution. * Mechanism to "Clawback" Bonuses. Mechanisms will be required to "clawback" bonuses and incentive compensation from the top 25 senior ...
  22. Alphabetical Resolutions Key 2 Published: 2019-03-08 14:51:10
    ... Board Oversight - Risks Related to the Opioid Crisis 150 Executive Incentive Pay Clawback ... to the Opioid Crisis 151 Executive Incentive Pay Clawback 152 Texas Instruments Inc. ...
  23. Timely Takes Published: 2025-01-22 15:00:05
    Topics: SolarWinds Case: Court dismisses most SEC claims Staff comment letters on clawback recovery analysis disclosure IRS guidance on buyback excise tax PwC survey: c-suite views ...
  24. ARNOLD Published: 2009-02-13 15:19:48
    ... employees." clawback provisions ƒ ƒ . Under existing government assistance programs such as the CPP, only the top fve senior executives are subject to a "clawback" provision to ...
  25. SEC Accounting and Auditing Enforcement Activity„Year in Review... Published: 2023-05-01 13:27:17
    of the Sarbanes-Oxley Act of 2002 (the so-called "clawback" provision) increased sharply. ... years. (page 5) * In FY 2022, nine actions alleged violation of the "clawback" provision. ...
  26. T H E D I T I O N Guide to Effective Proxies DFINsolutions.com Published: 2020-09-18 11:13:13
    ... Proxy Summary (continued) Alignment with Stockholder Interests Clawback and Anti- Hedging and Pledging Policies ✔ Our clawback policy permits the Company to recoup certain ...
  27. Trimming Back the Claws: Eleventh Circuit Strengthens Creditor... Published: 2022-07-25 15:16:12
    Beaulieu's assets, including "clawback" claims for avoidable preferential ... $695,000 should not reduce the trustee's clawback of the $421,000 pre-bankruptcy payment. ...
  28. US Deputy Attorney General Monaco Announces Revised Policies... Published: 2022-09-27 17:42:24
    ... that incentivize compliant behavior, such as executive compensation clawback provisions. ... employee discipline, compensation clawbacks, restitution, management restructuring, ...
  29. View PDF Published: 2024-01-22 10:49:05
    ... clawback provisions; and A new Provision 38 has been included, which asks companies to include in their annual reports on remuneration a description of their malus and clawback ...
  30. Microsoft Word - NY2-#657511-v1-Client_Alert_--_A_New_Era_for... Published: 2009-03-03 15:46:53
    ... and imposing a new compensation clawback right on the 25 most highly paid executives. ... Compensation arrangements to provide for clawback of any incentive compensation that was ...
  31. MoFo Body Text Published: 2010-07-22 11:36:11
    ... and change-in-control provisions, clawbacks, stock ownership policies and incentive ... CLAWBACKS The Act requires that stock exchange listing standards be amended to require ...
  32. Microsoft Word - PW22Mar10FR.doc Published: 2010-03-22 15:42:40
    ... information. * Clawbacks. Listed companies would be required to develop and implement policies with respect to the clawback of incentive-based compensation following a restatement. ...
  33. © 2022 Troutman Pepper Hamilton ... Published: 2022-09-27 17:32:40
    ... Compensation Clawbacks: In assessing a compliance program, prosecutors also will consider whether a corporation's compensation system incorporates compensation clawback provisions ...
  34. Proxy Advisory Firms Update Proxy Voting Guidelines Published: 2014-11-10 19:12:00
    ... Glass Lewis' new guidance disfavors out-of- plan equity grants, supports clawbacks and ... conditions; and (5) whether the company maintains clawback and shareholding requirements. ...
  35. Governance Group, Published: 2010-07-14 15:00:27
    July 12, 2010 FEDERAL COURT REFUSES TO DISMISS SEC CLAWBACK CLAIM AGAINST CEO OF A COMPANY ... the issue whether SOX's controversial clawback provision requires reimbursement absent ...
  36. 'B' rla 6-29-10 Published: 2010-06-30 12:56:15
    ... implement and disclose a "clawback" policy for recovery of incentive compensation. ... There is no deadline for the SEC to issue the required new and amended rules. Clawback ...
  37. S&C Publication: Key Considerations for Upcoming 2023 Form 10... Published: 2025-02-24 15:54:13
    ... MJDS issuers are not subject to the new disclosure rules. Clawback Disclosures. Beginning ... fiscal year are required to file their clawback policies as exhibits and to indicate by ...
  38. E-Minders January 2011 Published: 2025-01-19 12:03:30
    ... The CEO Dan Ustain that presided over this alleged fraud was the subject of a relatively rare Section 304 clawback action from the SEC - but he still runs the company (see this ...
  39. E-Minders February 2012 Published: 2025-01-19 12:03:30
    ... - At least two compensation committee members would have no prior board experience - Clawbacks of bonuses if executives failed - Enhanced disclosures It's notable that Britain's ...
  40. E-Minders December 2014 Published: 2025-01-19 12:03:30
    ... This Reg Flex Agenda notes that the pay ratio rules would be adopted by October 2015 (same with investment managers disclosing their say-on-pay votes) - and that the clawback, ...
  41. A Broader Scope to the CD&A (But Only When Material) (CE July... Published: 2025-01-19 12:04:31
    ... from employee actions in the short-term and long-term (for example, through clawback or holding period policies-see our November-December 2008 issue of The Corporate Executive ). ...
  42. (CE Sept-Oct 2012) Published: 2025-01-19 12:04:32
    ... policy (as is the case with the yet-to-be proposed or adopted Dodd-Frank Act clawback provision), however it may be the case that defining "hedging" for the purposes of ...
  43. Supreme Court Ends SEC's Theory of "Implied Representation" ... Published: 2011-06-17 06:43:23
    ... New Golden Parachute Requirement - The Latest SEC Actions: Compensation Advisors, Clawbacks, Pay Disparity & Pay-for-Performance - Dealing with the Complexities of Perks - ...
  44. A Little Debunking of the SEC's Records Destruction: "What is... Published: 2011-08-19 07:56:48
    ... Options? - SEC Commissioners Reject Enforcement Staff Proposal to Settle Clawback Case - Clawbacks: Open Issues for the SEC - Senate Democrats Defend Pay Equity Disclosure ...
  45. IPOs: Are You Ready for Some (Fantasy) Football? : TheCorporateCounsel... Published: 2019-03-26 08:38:46
    ... Fallout - The Top Compensation Consultants Speak - Navigating ISS & Glass Lewis - Clawbacks: #MeToo & More - Director Pay Disclosures - Proxy Disclosures: 20 Things You've ...
  46. Podcasts! Podcasts! Podcasts! : TheCorporateCounsel.net Blog Published: 2021-01-08 10:31:25
    ... Mike cited 11 rules adopted by a 3-2 vote since July, which could be vulnerable to this clawback. In the year-end report on the activities of the Office of the Investor Advocate ...
  47. Cybersecurity Disclosure: SEC Enforcement Brings Fraud Charges... Published: 2023-10-31 07:48:37
    ... And in a parallel to the new Dodd-Frank clawback rules, the SEC didn't like that he exercised options and sold SolarWinds stock during the time leading up to the announcement of ...
  48. Analysis: What Frequency for the Say-on-Pay Vote? : TheCorporateCounse... Published: 2010-11-09 07:02:07
    ... and risk behavior, using an array of measures to mitigate such risk including clawbacks and stock-holding guidelines. - A number of non-financial companies retain ...
  49. XBRL: SEC Staff Provides First Guidance In Years : TheCorporateCounsel... Published: 2025-07-30 10:53:28
    ... - In-House Perspective: Strategies for Effective Solicitations - Creating Effective Clawbacks (and Disclosures) - Pledging & Hedging Disclosures - The Executive Summary - The Art ...
  50. D&O Insurance/Indemnification Published: 2026-02-13 00:00:00
    Insurance for IPOs & Direct Listings" - Woodruff Sawyer (10/23) "How The SEC's Final Clawback Rule Affects D&O Insurance Coverage" - Aon (6/23) "2023 Global Directors' & Officers' ...
Total results found: 1,968
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