Dodd-Frank Executive Compensation
Say on Pay and Broker Non-Votes
Executive Compensation, Public Companies and Securities The Dodd-Frank Act expands the areas in which brokers are prohibited from voting unless they have received specific client instructions. Section 957 of the Act amends the Securities Exchange Act of 1934 to prohibit brokers from voting uninstructed shares on issues related to executive compensation (including the new “say on pay” votes), director elections and [...] Read more →
What Does a Clawback Policy Look Like?
Employment, Executive Compensation, Public Companies and Securities Section 954 of the Dodd_Frank Act requires national securities exchanges (meaning for instance, the NYSE, Amex and Nasdaq) to adopt rules as directed by the SEC, which rules... Read more →
A Compensation Plan That Didn’t Work
Banking, Employment, Executive Compensation, Public Companies and Securities HP’s Chief Executive Officer, Mark Hurd, resigned after an investigation disclosed that Hurd had a “close personal relationship” with an H-P contractor hired by the... Read more →
Dodd-Frank: Disclosure of Median Comp – of What Utility?
Executive Compensation, Public Companies and Securities I have been thinking about the new Dodd-Frank requirement for public companies to report the ratio of the median annual total compensation of all the company’s employees (other... Read more →
Dodd-Frank, Sarbanes-Oxley and Clawbacks
Executive Compensation, Public Companies and Securities The Dodd-Frank Act and the Sarbanes-Oxley Act both have provisions for clawbacks. Public companies need to be familiar with all of these provisions. Dodd-Frank Section 954 of... Read more →
Representing Compensation Committees — Regular Counsel Need Not Apply?
Executive Compensation, Litigation, Public Companies and Securities The Dodd-Frank Act contains a number of provisions designed to improve the independence and operations of Compensation Committees. But in doing so, has Congress made it more... Read more →
SEC Divided on Clawback Policies
Employment, Executive Compensation, Litigation, Public Companies and Securities Bloomberg is reporting the SEC is in a rift over clawback policies. “The U.S. Securities and Exchange Commission is divided over when to seize pay from executives who... Read more →
Dodd-Frank Executive Compensation Overview
Executive Compensation The Dodd-Frank Act looks like it will affect compensation and benefits law in three main areas: Executive and incentive compensation, including new disclosure and corporate... Read more →