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Results from: TheCorporateCounsel.net
  1. Layout 1 Published: 2017-04-13 15:41:20
    ... Pay disparity * Disclose and compare total executive compensation to employees' median wage. Recoupment (clawbacks) * Adopt a policy to recoup unearned executive bonuses or ...
  2. 2018 PROXY SEASON BRINGS SOME SURPRISES By Shirley Westcott June... Published: 2018-06-13 18:34:22
    ... awards 6 3 0 31.4% 7 6 0 30.7% Revolving door payments 3 3 0 28.2% 5 4 0 28.3% Clawbacks 13 8 0 38.3% 7 6 0 13.9% Retention of equity awards 1 1 0 28.1% 5 4 0 23.3% Gender/...
  3. Microsoft Word - Alert memo 3-29-09.doc Published: 2009-04-21 01:23:21
    ... EESA §§111(b)(2) and (3)(A). * Clawback Requirement. TARP Recipients would be required ... to the "golden parachute" and "clawback" provisions, presumably would be superseded. ...
  4. Smaller Reporting Companies: Disclosure and Governance Considerations... Published: 2011-04-18 14:57:05
    ... The issuance of proposed rules on this topic is expected to occur sometime between August and December 2011. Incentive Compensation Clawback The Commission is required to adopt ...
  5. The stakes for directors are going up in proxy season 2022 as... Published: 2022-03-08 09:40:52
    ... policies, pay equity, lawsuits filed against the company by people in protected classes and related settlement amounts, and how clawback policies address EEO-related provisions. ...
  6. Annual Corporate Governance Review Published: 2016-02-12 17:12:00
    ... Compensation-Related Shareholder Proposals: Focus on Change-in-Control, Clawback and Equity Retention There were a greater number of compensation-related shareholder proposals in ...
  7. 659947_Covers.pdf Published: 2015-03-02 21:16:05
    ... 3. Disclosure of Incentive Compensation Clawback Policy Section 954 of the Dodd-Frank Act ... their policies regarding recovery of executive compensation, or "clawback" policies. ...
  8. 659947_003_BMK.PDF Published: 2014-12-09 14:17:10
    ... 3. Disclosure of Incentive Compensation Clawback Policy Section 954 of the Dodd-Frank Act ... their policies regarding recovery of executive compensation, or "clawback" policies. ...
  9. Raising the Bar: DOLs Amendment Sets Higher Standards for QPAM... Published: 2024-04-18 11:11:54
    ... Underwater Options Key Compensation Items for 2024 Proxy Season and Beyond SEC Clawback Rules: Practical Considerations and FAQs DOL Final Rule on ESG Factors to Take Effect ...
  10. CORPORATE Published: 2020-10-01 18:33:54
    ... Proposed rules have also been issued on the following topics in prior years, but nal rules have not been adopted: * Pay versus Performance Disclosures * Compensation Clawbacks * ...
  11. New York Washington, D.C. Los Angeles Palo Alto... Published: 2023-03-28 13:16:09
    ... The initial retail allocation and clawback mechanism is to be revised as follows: Initial No. of times (x) of over-subscription in the public tranche more than 10x but less than ...
  12. Key Considerations for the 2026 Annual Reporting and Proxy Season... Published: 2026-03-19 14:57:39
    ... full-value awards such as RSUs or restricted stock. (e) Reminder: Clawback Considerations. ... awarded compensation" that was required to be recovered under a clawback policy. ...
  13. KPMG INTERNATIONAL A U D I T Published: 2009-02-23 17:08:56
    ... Increase in proportion of remuneration paid for group performance Longer deferral of bonuses Use of bonus clawbacks in the event of poor performance over longer term Increase in ...
  14. ATTORNEY ADVERTISING Published: 2022-11-10 09:54:22
    ... board or executive anti-hedging, board or executive anti-pledging, compensation clawback, 10b5-1 plans); I. Corporate governance (examples: term limits, board committee ...
  15. SEC Hot Topics 2005 Published: 2019-04-12 19:08:40
    ... The memorandum often is completed in stages, but ultimately is an important guide for analysis and a contemporaneous record of analysis Note: Clawback effects, if any, are ...
  16. ACTIVEUS 191872102v.1 Published: 2022-02-04 11:30:37
    ... of Comment Period for Clawback Rules On October 14, 2021, the SEC announced the reopening of the comment period on the compensation clawback rules it proposed in 2015 to ...
  17. Corporate Governance Published: 2012-08-16 13:55:32
    ... These include: * proposed rules relating to clawback of compensation, requiring disclosure of incentive-based compensation that is based on pub- licly reported financial ...
  18. HEADING 1 (TIMES NEW ROMAN 18 PT) Published: 2012-12-03 18:35:08
    ... in 1980. 53 - Clawbacks. The Dodd-Frank Act also calls for the SEC and stock exchanges to implement rules requiring companies to develop and disclose clawback policies for the ...
  19. Microsoft Word - CorpNewsletter073009pf.doc Published: 2009-08-05 12:31:37
    ... is a blend of what are colloquially referred to as "clawback" and "quick peek" agreements. Generally speaking, a clawback agreement states that the production of privileged ...
  20. 53014-nps.qxp Published: 2013-06-28 19:29:40
    ... Wren and Weisenburger were in compliance. Compensation Forfeiture/Clawback Policy. Our Board has adopted an Executive Compensation Clawback Policy covering compensation paid with ...
  21. VOTING NEWS PROXY MONTHLY IF IT'S NOT BROKEN... Published: 2020-01-09 14:38:14
    ... of Directors S a a a a a Report on Gender Pay Gap S X X X X X Adopt Compensation Clawback Policy S a a a X a Alphabet Smith & Wesson parent fails Say- on-Pay Shareholders have ...
  22. Debevoise In Depth Published: 2024-12-20 09:39:24
    ... and-if appropriate-climate disclosures and the compensation committee's role in administering clawback policies and overseeing human capital and talent management more broadly. ...
  23. United States Preliminary 2015 U.S. Postseason Review Report... Published: 2015-08-04 16:22:00
    ... The SEC's most controversial proposal implementing Dodd-Frank's tough ("if you didn't earn it you must return it") clawback language will not take effect in time for the 2016 ...
  24. WHITE PAPER Published: 2019-08-01 12:41:03
    ... and officer-and-director bars against all three defendants. 61 It also sought clawback bonuses and other incentive-related compensation paid to the former CFO while the ...
  25. Enabling Growth and Progress Our Code Published: 2025-02-03 15:39:46
    ... They may also be reported to regulators and can result in civil or criminal penalties, cancellation or clawback of deferred awards, disqualification from serving in certain ...
  26. This Published: 2016-01-28 15:14:18
    ... There are indications that these rules may require that institutions employ clawbacks in ... and increasingly use such tools as multiple incentives, clawbacks, and payment in stock. ...
  27. SidleyPerspectives ON M&A AND CORPORATE GOVERNANCE Published: 2022-07-01 11:50:59
    ... SEC Again Reopens Comment Period on Proposed Compensation Clawback Rules and Posts Staff ... from the public on the compensation clawback rules it proposed in 2015 to implement ...
  28. IN THE UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT... Published: 2025-04-04 10:57:07
    ... In 2015, ISS stated that NGS did not disclose a compensation clawback policy. But such a provision plainly appears in the CEO's earlier-disclosed employment agreement. And similar ...
  29. Layout 1 Published: 2007-03-13 10:02:41
    ... specify conditions for the recovery (clawback) of incentive or equity awards based ... Clawback Policies: General Policy: TIAA-CREF will vote on a case-by-case basis with ...
  30. DocName Published: 2009-12-09 14:50:33
    ... * Require disclosures on and regulating the independence of compensation committee advisers * Expand clawbacks of executive incentive payments in the event of restatements. ...
  31. G25798_D-I004 Published: 2013-05-20 14:26:00
    ... utilizing caps on potential payments, clawback provisions, retention provisions, ... Awards payable to any individual are capped. Clawback Provision. The Performance Incentive ...
  32. 2018 year-end issues for audit committees to consider Published: 2018-11-13 14:45:19
    ... It does not address other executive compensation matters (e.g., clawback, pay vs. performance), although those are included on the SEC's long-term agenda. Boards should also be ...
  33. Introduction Published: 2018-10-17 20:36:21
    ... COMPENSATION PROGRAM 65% include a "what we do / don't do" table 88% mention they have a clawback policy Elements of the compensation program can be complex and scattered ...
  34. BlackRock Active Investment Stewardship Published: 2026-01-12 11:13:24
    ... provisions that appropriately balance the interests of executives and shareholders. * Clawback or malus provisions that allow the company to recoup or hold back variable ...
  35. Gibson Dunn: 2019 Year-End Securities Enforcement Update Published: 2020-01-15 14:29:19
    ... interest from one of the sales executives and an officer-and-director bar and clawback of incentive-related compensation from the CEO. In September, the SEC filed a ...
  36. Gibson Dunn: 2020 Year-End Securities Enforcement Update Published: 2021-01-19 19:46:53
    ... to reimburse the company $2.1 million in stock profits he received during the period when the accounting errors occurred under the Sarbanes-Oxley Act's clawback provision. ...
  37. Microsoft Word - FIRM_DM-#12622880-v1-TARP_Article_Ed_O_Callaghan... Published: 2009-07-15 12:02:14
    ... Secretary, if a private company, that the institution: 1. Has sought recovery, or clawback, of any bonus, retention award, or incentive compensation payment to an SEO and any ...
  38. Revenue from contracts with customers - real estate industry... Published: 2014-09-12 14:12:56
    ... carried interest) that are subject to clawback on a cumulative basis based on the ... Generally, these contracts do not provide for any clawback of prior fees if property ...
  39. Business Law Update - Fall 2019 Published: 2019-11-18 15:08:05
    ... With regard to the remaining Dodd-Frank rule-making, the SEC's clawback and pay-for-performance rules are currently still in their proposed form. Although most companies already ...
  40. The 2021 Ethics, Culture, and Compliance Forum Report AC T I Published: 2021-12-03 10:23:21
    ... Adding penalties for failures in compliance, safety, or related areas to pay plans signals to executives that the board is committed. "Clawback provisions in executive compensation ...
  41. TheCorporateCounsel.net's D&O Biographical/Director Qualifications... Published: 2025-07-29 10:44:13
    ... the blackout. - Subject to Clawback Policies-Exchange Act Rule 10D and securities exchange require companies to adopt and implement a clawback policy to recoup erroneously ...
  42. 2025 Proxy Season Results: SV 150 v. S&P 100 Published: 2025-11-05 16:47:49
    ... Clawbacks 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 5 1 Director Compensation 1 0 0 0 0 0 0 0 ... 14.5 18.9 23.7 12.6 16.9 20.6 10.7 14.6 Clawbacks 1 5 1 0 0 0 7.5 26.0 37.9 7.4 25.8 36.6 ...
  43. Microsoft Word - 8Jul09FCRG.DOC Published: 2009-07-08 14:03:52
    ... Clawback of incentive compensation. Pursuant to ARRA, TARP recipients must adopt a policy ... compensated employees are subject to clawback if the payment was based on materially ...
  44. Layout 1 Published: 2009-11-18 17:42:12
    ... Clawback. The Bill would require clawback of incentive-based compensation from certain executives in the event of an accounting restatement due to material noncompliance with ...
  45. Measuring Stakeholder Capitalism Towards Common Metrics and Published: 2020-09-22 16:59:53
    ... payments - Termination payments - Clawbacks - Retirement benefits, including the ... payments - Termination payments - Clawbacks - Retirement benefits, including the ...
  46. Corporate Governance Published: 2015-09-29 15:20:51
    ... Governance Executive-Compensation Clawback Change-of-Control/Government Service ... Benefits 25 23 2 Executive-Compensation Clawbacks 12 12 0 Other 10 10 0 Social Policy 133 ...
  47. 2022 PROXY SEASON PREVIEW By Shirley Westcott April 2022 Overview Published: 2022-04-19 15:54:13
    ... submissions on special meeting rights and reviving severance pay and clawback resolutions. ... including pay- versus-performance and clawback rules which were originally proposed in ...
  48. Heads Up Published: 2016-12-12 19:49:13
    ... Deloitte's November 16, 2016, Financial Reporting Alert for more information about this topic. Grant Date and Clawback Provisions Mr. May discussed observations related to clawback ...
  49. 2025 Proxy Trends with Insights for 2026 Published: 2025-12-19 10:06:02
    ... practices and robust and transparent disclosures % Anti-hedging, anti-pledging, and clawback policies % Robust executive officer and director stock ownership requirements % ...
  50. By Anne L. Bruno and Megan N. Gates Published: 2019-01-29 17:38:15
    ... compensation program if the company fails to abide by such a commitment. * Clawbacks. ... Glass Lewis believes that the terms of clawbacks should, at minimum, provide for ...
Total results found: 1,968
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