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Results from: TheCorporateCounsel.net
  1. PROXY SEASON REVIEW United States Published: 2020-10-07 14:47:46
    ... Figure 4.5 26 2018 2019 2020 Clawback 75.60% 77.50% 74.40% Ownership Guidelines 74.30% ... Limited 56.0% C L A W B A C K N O C L A W B A C K Limited clawbacks require a financial ...
  2. Form 10-K Form Check Table Published: 2023-01-04 10:10:16
    ... Yes/No Final "Clawback" (Recovery of Erroneously Awarded Incentive-Based Compensation) ... For additional information, refer to the Goodwin client alert on the final clawback rules. ...
  3. Latham & Watkins operates worldwide as a limited liability partnership... Published: 2019-01-16 16:09:16
    ... otherwise.  Clawbacks. The SEC's proposed rules on clawbacks under Dodd-Frank have still not been finalized (and it does not appear that they will be finalized any time soon). ...
  4. Key Compensation Items for the 2020 Proxy Season and Beyond Published: 2020-02-05 16:24:15
    ... otherwise. * Clawbacks. The SEC's proposed rules on clawbacks under Dodd-Frank have still not been finalized (and it does not appear that they will be finalized anytime soon). ...
  5. The Proxy Season Field Guide, 10th edition Published: 2023-02-23 20:04:06
    ... application of the listed company's clawback policy: ‰ Retrospective application of ... will be required to: ‰ File its clawback policy as an exhibit to its annual ...
  6. Microsoft Word - FIRM_DM-#12968339-v3-Global_Finance_Alert_Gustini... Published: 2010-04-20 13:24:24
    ... security.  Executive Compensation Reform including nonbinding "say on pay" and "clawbacks" following an earnings restatement.  All public company compensation committee ...
  7. Microsoft Word - FIRM_DM-#13078420-v4-Securities_Law_Alert_-... Published: 2010-07-26 14:02:34
    ... Clawback policy The Dodd-Frank Act amends the Exchange Act to add new Section 10D, which ... of any security of an issuer that does not develop and implement a "clawback" policy. ...
  8. 2011 Current Published: 2010-12-23 12:34:58
    ... The rule is expected in spring 2011. Compensation clawbacks The Dodd-Frank Act requires public companies to adopt a clawback policy. If a company restates its financial statements ...
  9. PERSPECTIVES Published: 2018-12-20 19:25:09
    ... awards, clarified its policy regarding clawback policies and on how peer groups and ... 1, 2020. Final rules with respect to clawbacks, pay-for-performance and incentive-based ...
  10. 2016 PROXY SEASON REVIEW By Shirley Westcott July 2016 Overview Published: 2021-12-21 12:35:15
    ... Stock Retention, Severance, and Clawbacks Shareholders are showing waning interest in some perennial compensation topics-executive stock retention, severance pay, and clawback ...
  11. http://www.duanemorris.com/alerts/alert2990.html Published: 2008-10-07 12:01:38
    ... These standards may limit incentives that encourage "excessive" risk-taking, provide for recovery of incentives paid on the basis of materially inaccurate criteria (clawbacks), and ...
  12. On the 2022 compensation committee agenda Published: 2022-01-12 11:32:27
    ... its July 2015 proposal 8 to implement clawback rules called for under the Dodd-Frank ... Therefore, compensation committees should work with counsel to review their clawback ...
  13. TITLE SLIDE: IMAGE OPTION Published: 2016-01-22 12:25:18
    ... Issuers Prepare for New Compensation Disclosures › Designing clawback-resistant awards › Rise of non-financial goals? › Managing the CEO pay ratio and P4P disclosures ...
  14. Cahill Published: 2023-03-02 09:59:29
    ... including most significantly its policies regarding clawbacks of executive compensation. ... standards and have not yet adopted clawback policies that exceed the requirements of ...
  15. January 26, 2016 www.clearygottlieb.com Published: 2016-01-26 16:04:14
    ... Proposed Compensation Clawback Requirement The SEC has proposed rules that would require the exchanges to adopt clawback requirements applicable if a company restates its financial ...
  16. Compensia Thoughtful... Published: 2022-12-27 13:46:49
    ... Clawback Policies Under the EPSC To receive EPSC points for the clawback policy factor, the policy should authorize recovery upon a financial restatement and cover all or most ...
  17. Updated SEC Guidance on Non-GAAP Measures ALERT Published: 2022-12-20 19:14:49
    ... ALERT OCTOBER 27, 2022 COVINGTON ALERT SEC Requires Clawback Policies On October 26, 2022, ... adopt and publicly �le so-called "clawback" policies to recover erroneously awarded... ...
  18. 2017 proxy season preview Published: 2017-02-01 14:12:54
    ... As part of this focus on culture, executive pay clawback policies are once again in the ... Boards should establish that they have, and disclose, a robust clawback policy that gives ...
  19. Governance Outlook Report Equilar, Inc. Published: 2014-04-29 18:29:18
    ... interests of our stockholders ü Use of clawback and cancellation features for all ... have caps on potential bonus payments, a clawback policy on performance-based ...
  20. 2023 Annual Letter to Boards Published: 2022-12-20 20:44:25
    ... Separately, the SEC's final compensation clawback rules will require all US-listed companies to adopt by early 2024 a clawback policy that provides for recovery of excess incentive ...
  21. Microsoft Word - Sidley Best Practices Calendar _March 2012_... Published: 2012-11-02 22:48:00
    ... for proxy statement (Dodd-Frank § 951; Exchange Act Rule 14a-21)  Review Clawback policy or consider need for adoption of same (Dodd-Frank § 954)  Review ...
  22. Alert - 2023 ISS and GL Voting Policy Updates Published: 2022-12-15 16:05:08
    ... raise concerns when companies maintain clawback policies that only meet the requirements ... to meet the standards of the SEC's final clawback rules under Exchange Act Rule 10D-1 (for ...
  23. _ Published: 2025-02-21 11:14:16
    ... and practices with regard to compensation clawbacks; and * pay versus performance. ... In connection with adoption of the clawback disclosure requirements of Item 402(w), ...
  24. Board Matters Published: 2014-04-05 19:47:04
    ... This includes efforts to limit the accelerated vesting of equity awards and adopt or enhance executive clawback policies, including asking for disclosure of when decisions to ...
  25. White Collar Crime Published: 2025-03-11 08:17:00
    ... on Secret Messaging Apps & Executive Clawback Policies" - BakerHostetler (12/22) ... Report on Whistleblower and Compensation Clawback Pilot Programs and Supplements Guidance" ...
  26. TheCorporateCounsel.net's Published: 2024-05-29 11:28:58
    ... Adoption of Clawback Policy Doesn't Trigger 8-K Disclosure ......6-271 iv. Modifying ... Adoption of Clawback Policy Doesn't Trigger 8-K Disclosure Question: Does the adoption of ...
  27. Shareholder Proposals and Resubmission Thresholds Prepared By... Published: 2018-11-13 14:39:56
    ... Amend Clawback Policy G Retail 2016 4.1% 2017 3.9% 23 Clearing the Bar: Shareholder Proposals and Resubmission Thresholds Citigroup Inc. Amend Clawback Policy G Retail 2016 4.1% ...
  28. Corporate Governance Alert Published: 2019-02-14 18:02:24
    ... Glass Lewis is paying additional attention to recoupment policies. Specifically, it believes that clawbacks should be triggered, at a minimum, in the event of a restatement of ...
  29. http://www.dlapiper.com/senator-dodd-proposes-fundamental-refor Published: 2009-11-18 17:29:32
    ... Clawbacks of compensation would be triggered in cases of non-compliance with applicable financial standards by the firm being scrutinized. Broker/dealers would be held to the ...
  30. To: Interested Persons Re: More Executive Compensation Restrictions... Published: 2009-02-10 15:45:15
    ... be subject to a number of other requirements, including new provisions relating to a clawback of compensation in the event of a material error in the financial calculations on ...
  31. Microsoft Word - Client Alert - TARPOONED - The Recapitalization... Published: 2008-10-17 11:57:42
    ... and excessive risks that threaten the value of the financial institution. - Requiring clawback of any bonus or incentive compensation paid to a senior execu- tive based on ...
  32. PUBLICATIONS DOJ Updates the Evaluation of Corporate Compliance Published: 2024-09-27 13:42:52
    ... of Justice Announces First-Ever Pilot Program on Compensation Incentives and Clawbacks, Revisions to Corporate Guidance Regarding Electronic Communications, and Resource ...
  33. Blank Published: 2010-07-01 14:22:55
    ... Recovery of Erroneously Awarded Compensation (Clawback) (Section 954) Companies must adopt and implement policies: (1) for disclosure of the company's incentive- based compensation ...
  34. Stimulus Act Expands Executive Compensation Restrictions for... Published: 2009-03-03 14:38:45
    ... Recoupment/Clawback of Bonus & Incentive Compensation. A TARP Recipient must recoup any "bonus, retention award or incentive compensation" from any of its SEOs or any of its next ...
  35. Microsoft Word - Governance_Watch_Report - 072110.doc Published: 2010-07-22 18:59:28
    ... SEC rulemaking is required within 360 days after July 21, 2010, the date that the Dodd-Frank Act became law, see "Compensation Committees - Membership" above. CLAWBACKS * Summary. ...
  36. Proxy season 2021: Navigating turbulent times Published: 2020-11-24 18:14:53
    ... for change-of-control payouts, clawback policies, etc.); 2- Performance-based ... or other remuneration benefits ("clawback") paid to directors and members of ...
  37. 16983-101308-President Bush and U.S Treasury Department Issues... Published: 2008-10-15 13:34:19
    ... and excessive risks that threaten the value of the financial institution; Requiring a clawback of any bonus or incentive compensation paid to a senior executive based on statements ...
  38. Attorney Advertising: For purposes of compliance with New York... Published: 2017-02-28 16:26:11
    ... of Erroneously Awarded Compensation (Clawbacks) SEC Proposed Proposed rules directing ... Comm'n, Dissenting Statement at Open Meeting on Dodd-Frank Act "Clawback" Provision (July ...
  39. Some Thoughts for Boards of Directors in 2009 Published: 2008-12-09 12:06:57
    ... for senior executives does not encourage unnecessary and excessive risks, clawback requirements for compensation paid on the basis of earnings, gains or other criteria ...
  40. Checklist: Involuntary Delisting - NYSE By TheCorporateCounsel... Published: 2025-02-18 13:27:37
    ... G. Special Rules for Failure to Adopt, Disclose or Comply with a Rule 10D-1 Clawback Policy: A company that fails to adopt, disclose or comply with any requirement in Section ...
  41. Environmental and Published: 2020-04-21 13:29:53
    ... Corporations like Alcoa, PepsiCo, Mead Johnson, Royal Dutch Shell and Boeing have all taken steps in this direction, both as long-term incentives and as factors in their "clawback" ...
  42. VOTING NEWS PROXY MONTHLY DIVINING SHAREHOLDER SENTIMENT: THE... Published: 2020-03-27 14:23:08
    ... to 20% overall, and have included requirements for companies to have clawback policies within remuneration schemes if they are not already in place and are market best practice. ...
  43. Microsoft Word - Investors' Working Group Report _July 2009_... Published: 2009-07-16 13:32:14
    ... * Federal clawback provisions on unearned executive pay should be strengthened. ... concerns. 6. Federal clawback provisions on unearned executive pay should be strengthened. ...
  44. Compensia Published: 2010-05-28 19:06:53
    ... bonuses, and lucrative severance packages), as well as program features (such as "clawback" policies or stock ownership and holding requirements) that may mitigate such risks. ...
  45. The 2009 Proxy Season: RiskMetrics Group's Voting Policy Published: 2022-01-05 10:53:07
    ... on "Clawbacks"/ Recoupment Policies and Holding Periods Influenced by TARP, RMG indicates that it may recommend a vote "for" shareholder proposals on "clawbacks" of ...
  46. NEW YORK | CHICAG Published: 2018-11-27 18:14:38
    ... These policy changes focused on contractual payments and arrangements, front-loaded incentive awards, change in control excise tax gross-ups, recoupment provisions ("clawbacks"), ...
  47. By: Michael S. Dicke and Catherine Kevane Securities Litigation... Published: 2016-03-31 14:55:23
    ... In addition to the $190 million penalty, CSC agreed to retain a consultant to examine its compliance programs. CSC's CEO and CFO agreed to a clawback of over $4 million in ...
  48. FREDERIC W. COOK & CO., INC. Published: 2015-12-02 17:13:32
    ... year look-back), (c) the issuance of performance-based equity to the CEO, (d) a clawback provision applicable to equity awards, and (e) post-exercise or post-settlement ...
  49. SHAREHOLDER PROPOSAL DEVELOPMENTS DURING THE 2018 PROXY SEASON Published: 2018-07-13 13:00:10
    ... Executive compensation proposals include proposals addressing: (i) compensation clawback policies; (ii) performance metrics; (iii) severance and change of control payments; (iv) ...
  50. Alert | Health Emergency Preparedness Task Force: Published: 2020-04-01 20:30:36
    ... Act; * certain other conditions and covenants; and * provisions for the clawback of payments upon the applicant's failure to satisfy its assurances, conditions, or agreements. ...
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