How new SEC rules impact compensation committees’ 2023 agendas

The SEC adopted three new rules in 2022 that significantly expand compensation committees’ agenda for this year. The rules cover pay versus performance, clawbacks and insider trading.

Two of these rules – those on pay versus performance and clawbacks – were mandated by the Dodd-Frank Act. They do not represent new concepts as they were initially proposed by the SEC in 2015. In addition, the changes to the insider-trading rules codify some of the existing best practices related to Rule 10b5-1 plans and introduce new executive compensation disclosures related to insider trading. READ MORE