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Results from: TheCorporateCounsel.net
  1. The Third Attempt: Banking Agencies Revive Incentive-Based Compensatio... Published: 2024-05-21 15:11:05
    ... in the SEC's final rule to implement clawback provisions required by section 954 of ... in a financial restatement; or (v) other poor performance or misconduct. ■ Clawback. ...
  2. (Some) Banking Agencies Repropose Dodd-Frank 956 Incentive Compensatio... Published: 2024-05-10 09:13:14
    Forfeiture, Downward Adjustment & Clawback: The applicable agencies invite feedback ... forfeiture, downward adjustment and clawback, contractual bans on personal hedging, ...
  3. Preparing Published: 2024-12-23 08:57:43
    ... ISS GUIDANCE ON "ROBUST" CLAWBACK POLICIES ISS has indicated it is looking for a "robust" clawback policy, which has left some companies wondering what exactly ISS means. In ...
  4. This Sidley Update has been prepared by Sidley Austin LLP for... Published: 2010-05-24 12:18:23
    ... Reforms Update Page 5 Expanded Clawback Requirements ......discretionary voting, the adoption of clawback policies, disclosure of a company's ...
  5. Proxy Voting Fact Sheet Published: 2014-06-02 18:47:00
    ... Two pay clawback proposals that went to a vote received support of more than 30 percent of ... Two compensation clawback proposals (at Whole Foods and BB&T Corp.) each received more ...
  6. Proxy Design Library Published: 2021-11-02 14:05:00
    ... have adopted an Incentive Compensation Clawback Policy and an Anti-Hedging Policy we do ... through a robust financial restatement clawback policy applicable to our executive ...
  7. Debevoise In Depth Published: 2023-12-27 10:43:44
    ... Q&A.  Clawback Provisions: In addition to incorporating the new NYSE and Nasdaq listing requirements, Glass Lewis has updated its views to state that effective clawback policies ...
  8. Header Lance A. Zinman Partner and Global Chair, Published: 2023-06-08 12:50:39
    ... ADDITIONAL NOTES Section 4, Item D, Q.82 * "General Partner Clawbacks" or * "Limited Partner Clawbacks" in excess of an aggregate amount equal to 10% of a fund's aggregate ...
  9. New York Washington, D.C. Los Angeles Palo Alto London... Published: 2022-12-15 17:16:18
    ... Clawback Policies: On October 26, 2022, the SEC adopted final mandatory clawback rules, directing national securities exchanges and associations to require policies mandating the ...
  10. Public Company Update Public Company Update Glass Lewis Releases... Published: 2025-04-02 13:51:15
    November 2023 Follow @Paul_Hastings 2 Public Company Update Clawback Provisions: Glass Lewis expanded upon its clawback guidance. In addition to complying with the applicable SEC ...
  11. Economic Stimulus Package Imposes New Executive Pay Restrictions... Published: 2009-02-18 17:59:07
    ... Extension of Compensation Clawback to 20 Most Highly Paid Executives The Act allows for ... The Act extends this clawback further down into the organization to the top 20 next most ...
  12. The Stimulus Bill Imposes Further Executive Compensation Restrictions Published: 2009-02-20 12:38:14
    ... In neither case is a change in control required, thus obviating the meaning of "golden parachute." Clawback Requirements. The stimulus bill expands the TARP clawback provisions to ...
  13. Treasury Outlines Compensation Practices Reform and Issues Interim... Published: 2009-06-16 23:37:28
    ... to be paid pursuant to us ed , 2009 * Clawback Imposed for Any Bonus Based on ... This clawback provision, which is broader in scope than the clawback in Sarbanes-Oxley, is ...
  14. R Published: 2017-05-16 12:07:11
    ... Repeal Executive Compensation Clawbacks Amend Say---on---Pay and S ... Repeal* (3.) Executive Compensation Clawbacks - In the event of a financial restatement, c ...
  15. http://reedsmithupdate.com/ve/ZZx30hBj917682CYuR6/stype=print Published: 2009-11-18 17:55:14
    ... involving the issuer's stock Clawbacks The proposal provides for a three-year ... Clawback is permitted of compensation amounts in excess of what would have been paid under ...
  16. Guide to Proxy Design 2014 Published: 2014-09-11 13:18:20
    ... . . . . . . . . . . . . . . . . . . 40 "Clawback" Policy Regarding the Adjustment or ... 14 Pledging and Hedging 14 Clawback Policy 14 Communications with the Board ...
  17. Inside Track with Broc: Joe Bartlett on Getting Creative with... Published: 2025-01-19 12:03:41
    ... burdened with the customary protective provision-the so-called "clawback." In venture and buyout funds, the clawback operates to "true up" allocations and distributions of profits ...
  18. Corporate Governance and Executive Compensation Provisions in... Published: 2010-05-25 12:46:19
    ... C. Recovery of Erroneously Awarded Compensation (Clawbacks) Section 954 of the Senate Bill ... that does not adopt "clawback" policies to recover compensation in certain circumstances. ...
  19. http://ipublish.ehoganlovells.com/create_email_08.asp?MID=61072 Published: 2010-07-26 19:10:53
    ... Recovery of Erroneously Awarded Compensation (Clawbacks) To comply with the Act and ... to develop and implement a clawback policy for compensation based on financial results. ...
  20. Microsoft Word - nusbacher_sox redux corporate governance_aug2010... Published: 2010-08-16 14:05:38
    ... Clawbacks The Act provides that the following provisions are to be implemented through ... Adoption of Clawback Policy. Listed companies will be required to adopt and implement a ...
  21. W W W I S S G O V E R N A N C E C O M U N I T E D S T A T E Published: 2024-12-16 15:47:13
    ... is needed in order for ISS to consider a clawback policy "robust," as displayed in the ... is needed in order for ISS to consider a clawback policy "robust," as displayed in the ...
  22. Microsoft Word - CGR Memo - ISS and Glass Lewis Issue Proxy Voting... Published: 2024-04-01 12:16:20
    ... Clawback Provisions. In response to new New York Stock Exchange and Nasdaq listing requirements, Glass Lewis has updated its discussion of clawback provisions. Glass Lewis believes ...
  23. Events". This Client Alert is Published: 2010-10-22 13:03:47
    ... Clawback Section 954 of the Act builds on Section 304 of the u.S. Sarbanes-Oxley Act of 2002 ("SOX") by directing the SEC to require national securities exchanges to adopt clawback ...
  24. PricewaterhouseCoopers LLP, 400 Campus Dr, Florham Park, NJ 07932 Published: 2012-04-09 18:59:00
    ... company instituted clawback provisions in the contracts of the CEO and/or other senior-level executives? If not, why? If so, are the triggers of the clawback provisions clearly ...
  25. Legislative_Update_05.26.10:Layout 1.qxd Published: 2010-05-27 20:37:27
    ... Expanded Clawback Requirements * The Bill would require the SEC to adopt rules to direct ... that is not in compliance with compensation clawback requirements included in the Bill. ...
  26. New York Washington, D.C. Los Angeles Palo Alto... Published: 2016-07-11 17:25:35
    ... calling for the prohibition of "golden parachutes" and for the adoption of clawbacks. ... 35 0 4 Stock retention 11 11 17% 23 0 0 Clawbacks 6 16 14% 29 0 0 Other ...
  27. Era Anagnosti Colin J. Diamond Maia... Published: 2020-01-06 10:58:46
    ... to do so for this year's proxy disclosure. (5) Clawback Policies on the SEC Agenda Again: The SEC's proposed clawback rules from 2015 pursuant to Section 954 of the ...
  28. Webcast - "Pat McGurn's Forecast for 2017 Proxy Season" Published: 2025-06-24 15:04:00
    They thought the SEC would finally adopt the Dodd-Frank rules regarding clawbacks and ... compensation proposals that look like clawbacks, and compensation proposals that look ...
  29. ISS and Glass Lewis Update 2024 Proxy Voting Policies Cooley Published: 2023-12-28 14:25:27
    ... adopted for 2024. Compensation Clawback provisions Glass Lewis believes, in addition to meeting listing requirements, that effective clawback policies should provide companies ...
  30. © 2023 Troutman Pepper Hamilton ... Published: 2023-05-11 15:24:52
    ... Any general partner clawback or a limited partner clawback (or clawbacks) in excess of an aggregate amount equal to 10% of a reporting fund's aggregate capital commitments; ...
  31. © 2023 Winston & Strawn LLP Published: 2023-05-10 14:55:13
    ... partner clawbacks in excess of 10 percent of a fund's aggregate capital commitments have occurred (including the effective date thereof, and the reason for any such clawback). ...
  32. Citigroup Inc. Published: 2025-01-29 15:22:10
    ... governance practices, including expanded clawback policies and a new requirement that ... The risk mitigants include substantial deferrals, vesting periods, broad-based clawbacks, ...
  33. Accounting for Equity Awards in an Acquisition (CE Nov-Dec 2014... Published: 2025-01-19 12:04:33
    ... In the grant practices area, points are assigned based on the company's historical burn rate, as well as other practices (e.g., clawback provisions). Finally, points are assigned ...
  34. --No Title-- Published: 2025-06-23 00:00:00
    Memos General "Guide to the 10-K Clawbacks Checkboxes" - Cooley (6/25) "PFAS Risk Factor Disclosures-Is It Time for an Update?" - Venable (2/25) "Form 10-K - Form Check Table" - ...
  35. Compensia Published: 2010-08-25 20:09:11
    Compensation Recovery ("Clawback") Policy Listed companies Although there is no deadline for SEC rulemaking, we expect these rules to be in place for the 2011 proxy season ...
  36. Section 1 Published: 2010-03-16 21:32:24
    ... This may, but is not required to, include graphic representation. Clawback (recovery of ... information and the implementation of clawback policies enabling the recovery of ...
  37. 160529848_1 Published: 2009-02-06 16:45:15
    Under the Capital Purchase Program, "senior executive officers" subject to golden parachute prohibitions and bonus clawbacks are the "named executive officers" identified on Form ...
  38. http://reedsmithupdate.com/ve/ZZe90h72718792XE651 Published: 2009-02-18 11:18:29
    governance standards during the period when any TARP obligation is outstanding: Clawbacks of certain incentive compensation and bonuses for Senior Executive Officers ("SEOs") ...
  39. Edition Published: 2017-11-22 16:14:00
    ... and Pledging . . . . . . . . . . 42 "Clawback" Policy Regarding the Adjustment or ... . . 29 Equity Ownership Requirements and Clawback and No Pledging Policies . . . . . . . . ...
  40. CATALYZING CORPORATE CHANGE SHAREHOLDERS CALLING THE WORLD'S Published: 2018-08-14 16:36:02
    ANADARKO PETROLEUM: (CLIMATE CHANGE) AMEREN: (WATER RISK/COAL ASH) AMERISOURCEBERGEN: (CLAWBACKS) RANGE RESOURCES: (METHANE) Successful Withdrawals Importantly, resolutions ...
  41. 2015 PROXY SEASON PREVIEW By Shirley Westcott April 2015 Overview Published: 2015-04-03 16:57:31
    ... of supermajority provisions, stronger clawback policies, or the pro rata vesting of ... which include incentive compensation clawbacks, internal pay ratios and executive ...
  42. Publication_A4_WP357465_CCook_LON Published: 2012-05-30 18:46:51
    .........157 I. "Clawback" of Incentive-Based Compensation ...  implementation and disclosure of clawback policies;  annual disclosure of ...
  43. Summary Published: 2023-03-14 20:28:09
    in our prior alerts on the DOJ's announcements of new policies on clawbacks and voluntary self-disclosure) with a revised Evaluation of Corporate Compliance Programs policy (ECCP). ...
  44. Cleary M&A and Corporate Governance ... Published: 2018-11-02 13:14:48
    ... recoupment provisions ("clawbacks") and is focusing on the specific terms of these policies, rather than merely analyzing whether the clawback satisfies minimum legal requirements. ...
  45. Updating Form 10-K Published: 2025-01-22 08:06:53
    ... and * Shell company status. * Clawback checkbox requirement: As discussed in ... If any of the error corrections are restatements that required a recovery, or "clawback," ...
  46. Corporate Governance Published: 2021-02-23 17:18:19
    ... Robust Results ► Keywords: Clawbacks, Equity mix, Hedging/ pledging ► Tickers or ... Search By Top 2020 Searches ► COVID-19 ► Coronavirus ► Clawbacks ► Equity mix Need ...
  47. RiskMetrics Group Releases 2009 Proxy Voting Policies Published: 2009-01-07 10:53:11
    RiskMetrics also may recommend a vote for shareholder proposals on clawbacks of incentive pay if the company's policy on the issue does not meet best practices standards. ...
  48. 2008-06_VoluntaryAbandonment_Turner:Quark.qxd.qxd Published: 2008-06-26 11:24:09
    Such non- waiver, or clawback, agreements are contemplat- ed in Rule 26(f)(3) of the Federal Rules of Civil Procedure. 2 The parties began the process of securing the non-waiver ...
  49. View PDF Published: 2024-04-26 11:47:03
    literal non-compete clauses to include other common-place compensation arrangements which create significant disincentives to work for a competitor (e.g., compensation clawbacks). ...
  50. The SEC (U.S. Securities and Exchange Commission) recently hosted... Published: 2024-04-17 14:48:00
    ... The SEC is also continuing its practice of seeking Sarbanes-Oxley Act Section 304 "clawbacks," under which the SEC can seek clawbacks of executive compensation, including bonuses ...
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