The U.S. Securities and Exchange Commission recently issued a proposed rule that would require public companies to disclose in annual proxy statements whether their employees and board members may hedge or otherwise offset any decrease in the market value of such companies’ equity securities. The proposed rule implements Section 955 of the Dodd-Frank Act and covers a broader range of transactions than typical hedging policies.
SEC Proposes Disclosure Rule for Hedging Transactions by Directors, Officers and Employees
By Andrew Liazos and William R. Pomierski on March 10, 2015
Posted In Executive Compensation
Tags: CD&A, Compensation Discussion & Analysis, corporate governance, Dodd-Frank Wall Street Reform and Consumer Protection Act, equity security, ETFs, Exchange Act, exchange-traded funds, hedging disclosure, hedging transactions, SEC, Section 955, Securities Act, U.S. Securities and Exchange Commission
Andrew LiazosAndrew C. Liazos is the global chair of McDermott’s Benefits & Compensation Practice Group and has practiced at McDermott for over 25 years. Andrew focuses his practice on compensation and benefit matters, including related securities, M&A, IPO, private equity, international and litigation matters. Clients range from Fortune 500 companies to compensation committees to individual executives in employment and severance negotiations. Read Andrew Liazos' full bio.
William R. PomierskiWilliam (Bill) R. Pomierski focuses his practice on the taxation of financial products and capital markets transactions, as well as on executive compensation matters. He is a former chair of the Firm’s Executive Compensation Practice Group. Bill advises clients on the federal income tax implications of a variety of domestic, cross-border and global financial products and related transactions. Read William Pomierski's full bio.
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