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In this highly technical area, our group is widely known for their inventive and practical approach to solving problems and resolving business issues. Our team provides advice in connection with high-profile, multibillion-dollar M&A transactions, public proxy statements, compensation arrangements and ERISA fiduciary matters for investment funds and plan fiduciaries.
Jean McLoughlin and Kyle Seifried Discuss SEC’s New Pay-Versus-Performance Requirements in Corporate Secretary
October 25, 2022
Executive compensation partner Jean McLoughlin and corporate partner Kyle Seifried discuss the SEC’s new pay-versus-performance rule changes requiring public companies to disclose how executive compensation tracks with certain SEC required performance criteria in Corporate Secretary. In the article, published on October 25, Jean and Kyle note how the sweeping, prescriptive nature of the new rules creates substantial challenges when it comes to the accurate determination of compensation actually paid and how the new disclosure format may potentially confuse investors and cloud the evaluation of say-on-pay votes.
The SEC’s rapid rollout of the rule changes signals its desire to complete the remaining Dodd-Frank rulemakings and “be more prescriptive in its requirements than in the recent past,” the authors note. “Rather than deferring to corporate filers on how to make executive compensation decisions more transparent, the new rules show a preference for a rules-based regime.”