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Results from: TheCorporateCounsel.net
  1. _ Published: 2025-02-21 11:23:12
    ... policies and practices with regard to compensation clawbacks; and pay versus performance. ... In connection with adoption of the clawback disclosure requirements of Item 402(w), ...
  2. ... In addition, RiskMetrics has updated its burn rate percentages. RiskMetrics may now support shareholder proposals for "clawbacks" of incentive pay if existing company policies do ...
  3. NY3 - 501026.03 Published: 2010-01-07 18:57:08
    ... NY3 - 501026.033 RiskMetrics will also consider factors that mitigate the impact of risky incentives, such as "rigorous" clawbacks and "robust" stock ownership/holding guidelines. ...
  4. Compensia Published: 2009-12-11 13:35:31
    ... It will also consider the extent to which program features such as clawback policies or stock ownership and holding requirements may mitigate risk. While the novelty of the issue ...
  5. On the boards agenda: August 2016 Published: 2016-08-02 13:15:14
    ... seeking the adoption or disclosure of clawback policies may also have diminished due to the SEC's proposal of clawback rules-even though those rules have not yet been adopted. ...
  6. INVESTMENT BANKING Published: 2009-04-10 09:21:00
    ... including no full vesting while TARP assistance remains outstanding - Bonus "clawback" provisions upon material misstatements now apply not just to top five senior ...
  7. ... Clawback Policy Dodd-Frank mandates exchanges to adopt listing standards requiring that listed companies develop and implement a clawback policy for accounting restatements. The ...
  8. Proxy Advisory Firms Issue 2019 Voting Guidelines Published: 2018-11-29 18:58:37
    ... use. * Revising the policy on clawback provisions to focus on their specific terms rather than on whether the clawback satisfies minimum legal requirements under Sarbanes-Oxley. ...
  9. ... goals; (iii) compensation clawback policies; (iv) equity award vesting; (v) ... submitted in 2022. 6 amendments to clawback policies for incentive compensation ...
  10. Department of Justice Announces ... Published: 2024-03-12 09:48:07
    ... In March 2023, DOJ launched a Pilot Program on Compensation Initiatives and Clawbacks. That initiative calls for reduced criminal fines for certain companies that make good faith ...
  11. ... subject to performance conditions; * Whether the company maintains a clawback policy; and/or * Whether the company has established post-exercise/vesting shareholding requirements. ...
  12. Securities Law Alert Author(s): Kelly... Published: 2017-11-20 19:51:19
    ... disclosure, compensation clawbacks and director and employee hedging ... advisory vote requirements, proposed clawback requirements, mine safety disclosures, ...
  13. PLI Current The Journal of PLI Press Published: 2018-08-27 18:41:43
    ... In addition, highlight mitigating factors in the company's executive compensation program, including clawbacks, holding requirements, prohibitions on hedging or pledging, and ...
  14. ... in connection with extraordinary corporate transactions, heightened inde- pendence requirements for compensation committee members and advisors, and clawback policy requirements. ...
  15. ... proposing the incentive compensation "clawback" rule, the pay-for-performance ... Clawback Rule The Dodd-Frank rulemaking that likely will attract the most interest in the ...
  16. 3207 BSL Mar.qxd Published: 2004-05-17 15:26:26
    ... Unlike traditional private funds, there is typically no "hurdle rate" relating to realized capital gains and there is no clawback or high- water mark in connection with these ...
  17. ... or balance incentives, such as clawback policies or stock ownership/holding requirements. ... In addition, companies may want to consider implementing "clawback" or "stock ownership/...
  18. ISS Published: 2012-01-22 19:43:31
    ... Jan.-June 2012) - Final (Est. July-Dec. 2012) * Pay for Performance * Clawbacks - Could your company enforce recapture? * Hedging Policy Disclosure * Pay Disparity - Repeal? * ...
  19. Selected Issues for Boards of Directors in 2017 Published: 2017-01-17 18:50:37
    ... SELECTED ISSUES FOR BOARDS OF DIRECTORS IN 2017 JANUARY 17, 2017 20 Compensation Considerations Clawbacks The potential clawback of executive compensation, an area of focus for ...
  20. View PDF Published: 2023-09-22 11:57:39
    ... Notably, the SEC has recently adopted a proscriptive clawback rule that applies to foreign private issuers and their executive officers and a rule mandating quarterly disclosure of ...
  21. Debevoise Update D&P Published: 2023-08-16 16:21:11
    ... in May 2021 and June 2021 demanding a return of capital to shareholders and a clawback of certain directors' pay; Finland-based Sampo Group, which divested its stake in ...
  22. ... Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank ......Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank Under Dodd-Frank (adding ...
  23. ... Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank ......Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank Under Dodd-Frank ...
  24. ... Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank ......Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank Under Dodd-Frank ...
  25. Global and Regional Trends Published: 2017-01-12 12:53:32
    ... Given investor pressure, particularly from pension funds, we also anticipate increased demand for clawbacks, a trend that is likely to go beyond the banking sector. ɳ We expect ...
  26. ... in 2014. 3. Clawback requirements (Section 954 of the Dodd-FrankAct)  Disclosure of policy on incentive-based compensation based on financial information  Clawback in the ...
  27. 739133_007_BMK.PDF Published: 2014-08-07 23:35:15
    ... compensation recoupment (so-called "clawback") provisions, and disclosure of internal ... companies to develop and implement "clawback" or compensation recovery policies with ...
  28. ... D. Clawback Policy Both the previous bill and Section 954 of the current bill would ... of companies that do not adopt a clawback policy for incentive- based compensation ...
  29. ... to be able to file Jumbo Form 10-K. 8. Potential Subsequent Ramifications a. Clawbacks: i. ... Many companies have voluntarily adopted clawback policies covering both cash and equity ...
  30. C:\DOCUME~1\ayo\LOCALS~1\Temp\\REGMODII.lc Published: 2009-11-10 12:03:04
    ... Sec. 954. Executive compensation disclosures. Sec. 955. Clawback. Sec. 956. Disclosure ... SEC. 955. CLAWBACK. 9 Section 16 of the Securities Exchange Act of 1934 10 (15 U.S.C. 78p) ...
  31. STRAIGHT TALK IS GOOD BUSINESS. Published: 2014-11-18 19:00:26
    ... conditions; (5) whether the issuer has a clawback policy; and (6) whether the issuer has ... favorable to the issuer (for example, a clawback policy if an issuer will seek ...
  32. 2016 Proxy Season Preview Published: 2016-03-01 18:02:54
    ... Several other anticipated disclosure rules are not yet finalized, including those related to executive pay-versus-performance, clawbacks of incentive-based executive compensation, ...
  33. ... filing for the quarter. * There has been talk of listing standards for clawbacks of compensation to adopt the SEC's 2015 proposal to implement Section 954 of the Dodd-Frank Act. ...
  34. Selected Issues for Boards of Directors in 2020 Published: 2020-01-13 13:36:41
    ... 0 2 0 JA N UA RY 2 0 2 0 8 Compensation Clawbacks and Advancement of Legal Fees A ... Hertz Corporation sought a clawback of the compensation of executives (and sought other ...
  35. ... disclosure could include a graphic representation of the required information. Clawbacks. ... The amount of an officer's clawback obligation would be the amount in excess of what would ...
  36. 30 directors & boards Published: 2012-04-13 21:16:36
    ... Dodd-Frank implementation 9% Mandatory clawbacks 9% independent board chair 4% advisory ... Dodd-Frank implementation 7% Mandatory clawbacks 4% advisory votes on golden parachutes ...
  37. EXEQUITY Published: 2009-12-17 18:25:47
    ... Some factors that could potentially mitigate the impact of risk incentives are rigorous clawback provisions and robust stock ownership/holding guidelines. If a company maintains a ...
  38. 2017 NORTH AMERICA AGM SEASON PREVIEW Published: 2017-03-27 16:23:33
    ... The long- awaited final rule on Dodd Frank clawback provisions is notable among those in limbo. APPENDIX The Proxy Season Preview Webinar accompanying this document may be found at ...
  39. Preliminary 2011 Proxy Season Checklist Published: 2010-10-26 12:30:35
    ... July 2011 4. Clawback requirements (Section 954 of the Dodd-Frank Act) -Disclosure of policy on incentive-based compensation based on financial information -Clawback in the event ...
  40. ... of general partner or limited partner clawbacks. * Removal of a private fund's general ... the amount of the private fund adviser's clawback by the amount of taxes (actual, ...
  41. Fraud Section - Year in Review - January 2025 Published: 2025-06-11 12:51:37
    ... Pursuant to the Criminal Division's March 2023 Compensation Incentives and Clawbacks Pilot ... Program for Compensation Incentives and Clawbacks In March 2023, the Department launched ...
  42. ... -5- 2024 Hot Topics for Boards and Committees  Reassessing Clawback Policies - After the NYSE and Nasdaq clawback rules requiring listed companies to mandate recoupment of ...
  43. ... fully with the government,[5] establish clawbacks of compensation given to individual ... Program on Compensation Incentives and Clawbacks, Revisions to Corporate Guidance ...
  44. 1486429-2023 GIC-GAAP-non-GAAP PDF+Web Graphics Published: 2024-03-20 10:35:57
    ... required disclosures on pay for performance, cyber risk governance and clawback policies. ... Similarly, investors will be examining how companies respond to the clawback rules that ...
  45. ... The rule also takes aim at forfeiture-for-competition provisions, including those requiring or permitting the forfeiture or repurchase of equity interests or the clawback of ...
  46. ... regulatory, examination, or compliance fees without disclosure; and (iv) reducing GP clawbacks of fees from advisers by amounts due for certain taxes without adequate disclosure. ...
  47. ... fees that are based on current assets under management and are not subject to clawback. ... from a fund exceed the clawback portion of the historic performance fees distributions. ...
  48. TEN HOT TOPICS Published: 2018-07-03 15:37:58
    ... on equity award vesting * 6 proposals on clawbacks * 22 proposals on using particular performance metrics * 12 proposals on clawbacks * 8 proposals on equity award vesting ...
  49. Weil, Gotshal & Manges LLP Published: 2014-11-12 19:03:20
    ... l ¡ Whether the company maintains a clawback policy l ¡ Whether the company has ... Consideration of One-Off Awards and Clawback Policies - NEW Glass Lewis has added a ...
  50. ... Your company's incentive plans may have their own separate clawback provisions. At a minimum, your compensation committee may have a problem on its hands. Incorrect financial ...
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