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Winston & Strawn LLP | USA | 14 Jan 2021
Spring Loading and Bullet Dodging in Stock Awards
Many readers will recall the shocking scandal over stock option backdating in the early 2000s. The two-day Form 4 filing requirement has made option…
Winston & Strawn LLP | USA | 11 Jan 2021
Director Refreshment
A quick post today to highlight a couple of other posts on Board of Directors refreshment by friends and fellow bloggers Lynn Jokela and Liz Dunshee…
Winston & Strawn LLP | USA | 29 Dec 2020
ISS Updates FAQs for Compensation Policies and EPSC Evaluations in 2021
For meetings on or after February 1, 2021, the high concern threshold for S&P 500 companies in the Multiple of Median (MOM) measure will be lowered…
Winston & Strawn LLP | USA | 22 Dec 2020
Follow Up on the Final Regulations Under Revised Section 162(m)
Last week I posted on the final regulations released by the IRS and Treasury Department that day and promised to post again with more details. To keep…
Winston & Strawn LLP | USA | 15 Dec 2020
Bankrupt Company’s Deferred Compensation Plan Funded by a Rabbi Trust - What Could Go Right? Hint: It’s not 409A
Like many restaurant chains, Ruby Tuesday was devastated by the dining out restrictions imposed in light of the COVID-19 pandemic. Ruby Tuesday filed…
Winston & Strawn LLP | USA | 7 Dec 2020
Follow-Up on “Section 409A Meets 162(m) and Some Plans and Agreements May Need to be Amended”
Readers asked a few questions about last week’s post on Section 409A Meets 162(m) and Some Deferred Compensation Plans and Agreements May Need to be…
Winston & Strawn LLP | USA | 2 Dec 2020
Section 409A Meets 162(m) and Some Deferred Compensation Plans and Agreements May Need to be Amended by December 31
As readers know all too well, Code Sec. 162(m) limits the amount that a publicly-traded company can deduct for payments to a “covered employee” in…
Winston & Strawn LLP | USA | 24 Nov 2020
SEC Proposes Temporary Rules to Facilitate Participation by Certain “Platform Workers” in Compensatory Offerings Under Rule 701 and Form S-8
I was not going to post another blog before Thanksgiving, but today the SEC voted 3-2 to propose rules that, on a temporary basis and subject to…
Winston & Strawn LLP | USA | 23 Nov 2020
Likely Priorities of the SEC in 2021
On November 19, the SEC adopted amendments to “Modernize and Enhance Management’s Discussion and Analysis and other Financial Disclosures.” Nothing…
Winston & Strawn LLP | USA | 19 Nov 2020
Boards and Executives May Need to Review Their Indemnification Provisions
Under the heading of “Executive Compensation,” this blog considers all matters relevant to executives, executives’ employment, and their employment…
