As previewed in our previous blog post, the Securities and Exchange Commission (SEC) hosted a roundtable on executive compensation disclosure on June 26, with panelists considering whether and to what extent the current...more
7/8/2025
/ CEOs ,
Corporate Governance ,
Disclosure Requirements ,
Dodd-Frank ,
Executive Compensation ,
Investors ,
Publicly-Traded Companies ,
Regulatory Reform ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Shareholders
The SEC announced on May 16 that it will host a roundtable discussion with representatives from public companies, compensation consultants, lawyers, investors, and other stakeholders on the topic of executive compensation...more
6/13/2025
/ Comment Period ,
Corporate Governance ,
Disclosure Requirements ,
Dodd-Frank ,
Executive Compensation ,
Investors ,
Proxy Statements ,
Publicly-Traded Companies ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
Shareholders
Please join Troutman Pepper Partners Chris Willis and Sheri Adler as they discuss recent developments in equity award delegations for public companies incorporated in Delaware. Sheri, a member of our Employee Benefits and...more
Join Troutman Pepper Partners Chris Willis and Sheri Adler as they dive into the new requirement for publicly traded companies (including financial services companies) to adopt a clawback policy requiring the recoupment of...more
Effective as of August 1, amendments to the Delaware General Corporation Law (DGCL) update the framework under which a company’s board of directors may delegate its authority to grant equity incentive awards....more
On December 20, 2019, the IRS issued proposed regulations under Section 162(m) of the Internal Revenue Code....more
1/21/2020
/ Compensation & Benefits ,
Corporate Taxes ,
Covered Employees ,
Covered Entities ,
Employee Benefits ,
Executive Compensation ,
Grandfathering Rules ,
Income Taxes ,
Proposed Regulation ,
Publicly-Traded Companies ,
Regulatory Agenda ,
Regulatory Requirements ,
Section 162(m) ,
Tax Cuts and Jobs Act ,
Tax Deductions ,
Tax Planning ,
Tax Rates ,
Tax Reform
New SEC disclosure rules regarding hedging are now in effect. As a technical matter, these rules do not require a publicly traded company to implement a hedging policy. They merely require a company to disclose information...more
In an important recent opinion, the Delaware Supreme Court ruled in In re Investors Bancorp, Inc. Stockholder Litigation that certain director compensation decisions would be reviewed under the “entire fairness” standard...more
1/12/2018
/ Board of Directors ,
Breach of Duty ,
Business Judgment Rule ,
Compensation & Benefits ,
Corporate Counsel ,
Corporate Officers ,
DE Supreme Court ,
Entire Fairness Standard ,
Executive Compensation ,
Fiduciary Duty ,
Motion to Dismiss ,
Proxy Season ,
Publicly-Traded Companies ,
Shareholder Litigation