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Results from: TheCorporateCounsel.net
  1. Gibson Dunn: SEC Adopts Significant Amendments to Form PF Reporting... Published: 2023-05-11 15:27:57
    ... Most importantly, such advisers will now be required to report whether any reporting fund has effectuated (1) a limited partner clawback (or clawbacks) in excess of an aggregate ...
  2. Lessons Learned from the Wells Fargo Sales Practices Investigation... Published: 2017-04-18 10:51:29
    five senior executives, implementing compliance and corporate governance changes, and imposing clawbacks and other executive compensation measures that now total over $180 million. ...
  3. 2023 Proxy Season Quick Reference Guide Published: 2023-01-29 17:42:45
    ... CLAWBACK RULE On November 28, 2022, new Rule 10D-1 under the Exchange Act, the long-awaited Dodd-Frank Act clawback rule, was published in the Federal Register. The stock exchanges ...
  4. SIDLEY UPDATE SEC Adopts Significant Form PF Amendments Published: 2023-05-30 13:57:53
    ... Reporting of general partner and limited partner clawback events within one business day ... of limited partner and general partner clawbacks and additional information relating to ...
  5. [TITLE (IN INITIAL CAPS)] Published: 2008-10-15 11:54:46
    post-sentencing; and (ii) a "clawback" repayment or setoff for amounts previously advanced to the defendants in connection with the criminal counts of which they were convicted. ...
  6. Key Considerations for the 2021 Annual Reporting and Proxy Season Published: 2023-02-23 18:35:16
    ... the award and its structure. 16  Although the new clawback rules are not yet in effect (for more information, see "Clawback Policy Disclosures" below), Glass Lewis will continue ...
  7. 2013 Conference Published: 2023-11-04 21:46:46
    of the SEC's Division of Corporation Finance” 2:00 - 2:20 pm “Creating Effective Clawbacks (and Disclosures)” Speakers: Mike Melbinger - Winston & Strawn Ron Mueller - Gibson ...
  8. 2018 Conference Published: 2023-11-04 21:46:47
    Brian Breheny - Skadden Arps Angela Hilt - Clorox Jung-Kyu McCann - Broadcom Shahzia Rahman - Square 1:50 - 2:30 pm "Clawbacks: What to Do Now" Speakers: Keith Higgins - Ropes & ...
  9. Microsoft Word - 101203_Top_10_Topics_for_Directors_in_2011.docx Published: 2010-12-07 15:59:50
    ... of next year. * Clawbacks. The Dodd-Frank Act calls for the SEC and stock exchanges to implement rules requiring companies to develop and disclose clawback policies for the ...
  10. Corporate Governance Update- Institutional Investors Ready Proxy... Published: 2006-11-30 18:16:50
    ... The Sarbanes-Oxley Act provides that such clawbacks apply to the chief executive officer ... System (CalPERS) would like to see clawbacks applicable to a wider group: any and all ...
  11. printmgr file Published: 2025-01-29 15:20:38
    ... GOVERNANCE BEST PRACTICES Clawback and Anti-Hedging and Pledging Policies * Clawback policy permits the Company to recoup certain compensation payments in the event of a ...
  12. Consultation Published: 2025-02-19 15:33:23
    ... pay when considered appropriate ("clawback" arrangements);  whether to recommend ... Question 1: Do you agree with the proposed changes in Section D of the Code? Clawback ...
  13. Compliance Programs/Fraud Prevention Published: 2025-04-21 15:39:42
    ... Report on Whistleblower and Compensation Clawback Pilot Programs and Supplements Guidance" ... Compliance Changes: Compensation Clawbacks & Third-Party Communication Apps" - ...
  14. 2024 Conference Published: 2024-10-14 07:44:27
    ... topics, including share repurchase disclosure, human capital management and clawbacks. ... 10:30 - 11:15 a.m. Break 11:15 - 11:55 a.m. "Living with Clawbacks: What Are We Learning?" ...
  15. US IPO Guide Published: 2018-06-05 12:39:33
    ... Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank ......Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank Under Section 954 of ...
  16. US IPO Guide Published: 2015-12-16 11:12:35
    ... Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank ......Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank Under Section 954 of ...
  17. Microsoft Word - Firm Memo_7_6_10_U.S. Congress Nears Completion... Published: 2010-07-07 11:57:18
    ... of proxies on most items; and mandating clawback provisions in executive employment ... Page 9 Memorandum - July 6, 2010  clawback provisions regarding the recoupment of ...
  18. Global Trends Published: 2016-12-07 19:55:48
    ... New Proxy Rules Say on Pay Say on Severance Clawbacks (informal) Dodd-Frank New Proxy Disclosures Anti-Hedging CEO Pay Ratio Clawbacks (formal) Pay for Performance Many of us ...
  19. Microsoft Word - Shareholder Proposals Article.docx Published: 2012-02-15 20:48:15
    ... limits on tax "gross-ups" and severance agreements, or the clawback of incentives. ... targets. * Recoup incentive pay ("clawback") Shareholder proposals requesting the ...
  20. 2015 Year-End Securities Litigation... Published: 2016-02-26 11:13:11
    ... and Regulatory Developments, including adoption of rules by the SEC relating to clawback policies and the Pay Ratio Disclosure Rule as required under the Dodd-Frank Wall ...
  21. Corporate and Securities Update Published: 2009-03-23 17:46:58
    ... Clawback Provision The legislation expands the clawback provision of Section 111 to require senior executives and each of the next 20 most highly-compensated employees of a TARP ...
  22. FinancialReform.pdf Published: 2010-07-20 20:18:05
    ... meeting occurring six months after enactment of the Act. * Enhanced Clawbacks. ... (1) for disclosure of the company's clawback policy for incentive-based compensation, ...
  23. Corporate Purpose, Human Capital and Compensation Considerations Published: 2020-01-30 16:15:23
    ... C O N S I D E R AT I O N S Compensation Clawbacks and Advancement of Legal Fees A ... Hertz Corporation sought a clawback of the compensation of executives (and sought other ...
  24. Preparing for Proxy Season: 15 Tips and Reminders for In-House... Published: 2024-11-22 09:07:13
    disclosure developments - for instance, option grant timing and application of clawback policies - or because of a change in reporting status, such as loss of emerging ...
  25. PUBLICATIONS By: Published: 2017-02-07 12:34:00
    Commission has been focusing on, including non-GAAP measures, pay ratio disclosure, clawback rules, pay-for-performance disclosure, hedging disclosure, voluntary disclosures of ...
  26. 16 Nov 2010 Published: 2010-11-17 18:52:34
    independence adoption of executive stock ownership requirements adoption of clawback policies to recover incentive compensation based on financial performance that is ...
  27. The Final Dodd-Frank Wall Street Reform and Consumer Protection... Published: 2010-07-26 12:34:39
    ... of Erroneously Awarded Compensation (Clawback)......150 7. Disclosures ... of Erroneously Awarded Compensation (Clawback) Section 954 of the Act adds a new ...
  28. Key Year-End Considerations for Public Companies Published: 2012-11-04 10:31:32
    ... focus on hedging, pledging and clawback policies, and consider whether to adopt ... compensation, shareholders now view clawback policies as an accepted part of a ...
  29. Blank Published: 2018-11-02 13:17:09
    ... rationale. * Clawbacks. Glass Lewis will begin looking beyond the minimum legal requirements for clawbacks and considering the specific terms of companies' clawback policies. ...
  30. FRB Governor Tarullo Makes Presentation Concerning Alignment... Published: 2014-06-18 22:30:38
    return on equity reflected in incentive compensation calculations, and (2) making a significant portion of incentive compensation deferred and subject to clawback and forfeiture. ...
  31. S&C Publication: FDIC, OCC and FHFA Re-Propose Incentive Compensation... Published: 2024-05-07 09:56:31
    ... or form of incentive-based compensation and did not contain any clawback requirement. ... 2 covered institutions must be subject to downward adjustment, forfeiture and clawback. ...
  32. Preparation for 2019 Fiscal Year-End SEC Filings Published: 2020-01-23 19:23:56
    ... Clawback and Forfeiture Policies. Companies that do not yet have an executive compensation recoupment policy should consider adopting one, and those with clawback policies may want ...
  33. Microsoft Word - FIRM_DM-#12329466-v1-SLA_Alert_12-31-08.DOC Published: 2008-12-31 10:48:14
    In this regard, shareholder proposals on "clawbacks" of incentive pay may now receive support if existing company policy does not meet the practices outlined by Treasury in its ...
  34. PW Document Published: 2022-03-30 14:20:11
    as a result of clawbacks, reputational harm to the registrant, a decrease in the registrant's share price, increased scrutiny by investors or regulators, or litigation. ...
  35. Dodd-Frank Act Reforms Executive Compensation and Corporate Governance... Published: 2010-07-16 12:21:40
    ... Clawbacks (Section 954). A new Section 10D to the Exchange Act requires the SEC to direct the national securities exchanges to require companies to implement a policy to "clawback" ...
  36. PERSPECTIVES Published: 2019-07-16 17:17:29
    As to the remaining executive compensation provisions of the Dodd-Frank Act, final rules with respect to clawback policies, pay vs. performance disclosure and incentive-based ...
  37. Glass Lewis Releases 2015 Proxy Paper Guidelines Published: 2014-11-12 17:48:32
    ... how these awards will affect its regular compensation arrangements.  Clawbacks. ... The clawback policy should be subject to limited discretion. This addition encourages ...
  38. Reference Guide Published: 2017-12-07 18:48:39
    In light of recent news, these risk assessments should include not only financial risk, but reputational risk. Further to this end, consider a review of your company's clawback and ...
  39. 2015 Year End Checklist Published: 2015-12-09 12:26:22
    ... conditions; whether the company has a clawback policy; and whether the company has ... analysis. - For a company with no clawback or share-holding period requirements, ...
  40. New York Washington, D.C. Los Angeles Palo Alto... Published: 2022-09-19 15:02:22
    ... Culture, Compliance Programs, and Clawbacks Deputy AG Monaco's memo directs that in ... consider whether a company has enacted clawback provisions, the escrowing of ...
  41. Developments in Corporate Governance: Looking Ahead to 2010 ... Published: 2009-12-23 19:44:00
    ... compensation committees and compensation consultants, majority voting for directors, clawbacks of executive pay after financial restatements, shareholder voting on golden ...
  42. W I LL KI E FARR & GALL AGHER L Published: 2025-01-24 09:10:02
    ... financial measures in the past. 10. Clawbacks: Consider whether the financial ... require the company to check the first clawback checkbox on the Form 10-K cover page. ...
  43. Law Firm Memos - Part C Published: 2025-01-19 12:04:49
    ... "Federal Court Refuses to Dismiss SEC Clawback Claim Against CEO of a Company Which ... Piper (3/10) "SEC Invokes Sarbanes-Oxley Clawback Provision Without Alleging Wrongdoing by ...
  44. Webcast Published: 2025-01-19 12:04:52
    ... There were some interesting topics on clawbacks this year. I think shareholder proponents were not happy with the absence of new clawback rules. So they looked specifically at ...
  45. http://www.ballardspahr.com/press/article.asp?ID=2200 Published: 2008-10-07 11:36:55
    and excessive risks that threaten the value of the financial institution;" and a clawback of any bonus or other compensation that has been paid to a senior executive based on ...
  46. Client Alert Template (1 page) Published: 2008-10-08 11:25:46
    ... take "unnecessary and excessive" risks that threaten the value of the institution. * Clawbacks: The financial institution must recover any bonuses or other incentive compensation ...
  47. HOME 1 UPDATES & EVENTS 1 NEWS & ... Published: 2016-01-06 13:55:23
    ... Clawback Policy: In July 2015, the SEC proposed clawback rules, which would require listed companies to adopt and disclose policies to recover executive incentive compensation in ...
  48. Slide 1 Published: 2011-01-24 10:29:57
    ... DF Disclosures Delayed (PFP, Hedging, Clawbacks and Disparity) * No Clear Successor to ... Pay for performance evaluation under ISS policy Risk mitigating practices (e.g., clawback ...
  49. PowerPoint Presentation Published: 2020-01-10 11:16:42
    ISS adds EVA to secondary quantitative screens) * Bonus Banking/Clawbacks * Hedging Disclosures * ESG Pay Plan Metrics (crossover proposals) * CEO/Employee Pay Ratio * Fewer Equity ...
  50. NEW YORK Published: 2022-12-23 13:19:39
    ... ISS' Evaluation of Clawback Policy for EPSC Purposes ISS explains that to receive credit on the EPSC, a company's clawback policy should authorize recoupment upon a financial ...
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