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ARTICLE · 13 SEPTEMBER 2022

SEC Adopts Pay Verus Performance Rules

The Securities and Exchange Commission (the "SEC") recently adopted final rules to implement Section 14(i) of the Securities Exchange Act of 1934 (the "Act"), required by Section 953(a)...

United StatesCorporate/Commercial Law

The Securities and Exchange Commission (the "SEC") recently adopted final rules to implement Section 14(i) of the Securities Exchange Act of 1934 (the "Act"), required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The new rules add Item 402(v) of Regulation S-K ("Item 402(v)"), which requires a public company to disclose the relationship between executive compensation and the company's financial performance.

Requirements under the Item 402(v)

Item 402(v) applies to all reporting companies except foreign private issuers, registered investment companies and emerging growth companies, and requires disclosure in any proxy or information statement for which disclosure of executive compensation under Item 402 of Regulation S-K is required.

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