Recent developments at the SEC highlight the Commission’s focus on reducing disclosure burdens for companies and encouraging public capital formation.
SEC Executive Compensation Roundtable
Executive compensation disclosure requirements were the primary topic of the June 26, 2025 SEC roundtable, with particular focus on the CEO pay ratio and pay-versus-performance disclosure rules and perquisites. Several SEC Commissioners shared their perspectives on the current executive compensation disclosure framework during the event. Chairman Paul Atkins, who assumed office in April, compared the existing framework to “Frankenstein’s monster,” a patchwork of well-intentioned requirements that has evolved into something far removed from its original purpose. Commissioners Hester Peirce and Mark Uyeda noted the significant compliance burden that the current rules impose on companies and questioned whether this disclosure serves the Commission’s mission of investor protection. Continued evaluation is likely to result in proposed rulemaking in this area, with elimination or streamlining of existing executive compensation rules.
Review of SPAC Rules
Chairman Atkins has also announced that the Commission will review the rules governing special purpose acquisition companies, or SPACs. These rules were updated in January 2024 in an effort to bring de-SPAC transactions into closer alignment with traditional IPOs. At the time, Commissioners Peirce and Uyeda dissented from the adoption of the amendments with Commissioner Uyeda describing the new regulations as “crushingly burdensome,” while Commissioner Peirce remarked that the new rules would exacerbate the issue of the “shrinking pool of public companies.” This renewed review of recently adopted rules reflects the shift in focus at the Commission to reducing barriers to investment and encouraging companies to go public.
The Commission has encouraged interested parties to submit comments on these matters as it considers potential rulemaking. We will continue to monitor these developments and provide updates on any proposed rulemaking.
Summer associate Cristian Colwell co-authored this post.
