SEC Proposes Significant Changes to Filer Status Framework and Executive Compensation Disclosure

As previously reported in Proskauer’s client alert (available here), on May 19, 2026, the Securities and Exchange Commission (SEC) proposed significant amendments to its public company reporting framework to simplify the existing filer status regime and substantially expand eligibility for scaled disclosure accommodations. Consistent with SEC Chairman Paul Atkins’ plan to “Make IPOs Great Again,” the proposal is part of a broader effort to reduce compliance burdens and costs in order to encourage companies to enter and remain in the public markets.

This is particularly relevant for executive compensation. If adopted, the amendments would significantly reduce the executive compensation disclosure burden for a large number of public companies. READ MORE

Equity compensation confusion? Survey reveals key disconnect

For employees at private companies, equity compensation is a deferred promise that the company’s success will eventually translate into personal financial gain. According to Morgan Stanley at Work’s most recent State of the Workplace Financial Benefits Study, 67% of employees and 88% of HR leaders at private companies say the prospect of a future liquidity event or IPO is important to them.

However, with the IPO market still navigating uncertain economic conditions, many of those employees are in a prolonged holding pattern because they are invested in an outcome with unclear timing. PwC’s 2026 market outlook suggests that investors remain selective, and companies still need the scale, profitability and operating discipline to come to market on favorable terms. For employees holding equity, that keeps the promise of a future payout intact while leaving the timing of that payoff unresolved. READ MORE

Musk Could Receive Up to $760 Billion in SpaceX Compensation

Elon Musk stands to receive one of the largest compensation packages ever proposed if SpaceX achieves a series of ambitious financial and operational milestones, according to the company’s recent S-1 filing.

The package consists of two separate equity awards that together could grant Musk more than 1.3 billion shares. At the highest valuation targets, the awards could be worth approximately $760 billion. READ MORE

SEC Proposes Sweeping Reforms to Executive Compensation Disclosure Requirements for Public Companies

On May 19, 2026, the Securities and Exchange Commission (SEC) published proposed Release No. 33-11419 (the Proposed Rules), which represents the most significant overhaul of the public company reporting and capital-raising framework in 20 years. The Proposed Rules, in part, extend the reduced compensation disclosure obligations currently reserved for emerging growth companies (EGCs) and smaller reporting companies (SRCs) to a significantly broader set of public companies (including all newly public companies).

Currently, public companies are classified into five filer status categories: large accelerated filers (LAFs), accelerated filers (AFs), non-accelerated filers (NAFs), SRCs, and EGCs. Each category is subject to different disclosure requirements, filing deadlines, and regulatory accommodations. The Proposed Rules would streamline this framework by consolidating filer status into two categories: LAFs and NAFs, plus a new subcategory of small non-accelerated filers (SNFs). READ MORE

D.C. Circuit partly backs NLRB in software firm's salary spreadsheet case

A federal appeals court has handed a software company a partial win after the NLRB ruled it illegally fired four engineers over a salary spreadsheet.

The D.C. Circuit on May 26, 2026 upheld the National Labor Relations Board's finding that Vermont Information Processing illegally fired Christopher Bendel, the engineer who created the spreadsheet. But it vacated the Board's findings as to three of his coworkers and sent those cases back for further proceedings. READ MORE

Virginia Enacts Pay Transparency and Salary History Ban Requirements

Virginia recently enacted a pay transparency law requiring employers to include a pay range in all job postings and prohibiting employers from seeking the salary history of a prospective employee.  This is Virginia’s third attempt at passing pay transparency and salary history legislation; however, the previous two efforts in 2024 and 2025 were vetoed by then-Governor Glenn Youngkin (R).  Under the new law, most Virginia employers will be required to disclose a pay range in their job postings and will be prohibited from asking prospective employees their salary history or using their salary history in determining the employee’s pay.  The law will go into effect on July 1, 2026, and applies broadly to any individual or legal entity which employs one or more individuals. READ MORE

Why 92% of Workers Prefer Security Over a Salary Bump

Not long ago, organizations wooed candidates with promises of exponential growth. They showered candidates with lavish signing bonuses and endless job growth. According to a ZipRecruiter New Hires survey, this frenzy has quieted to make way for a shift in what candidates really want.

Candidates no longer chase just a dream role. Instead, they seek higher job satisfaction along with stability. The flashy allure of a disruptive startup no longer commands the same devotion. Workers want a safe harbor from sudden layoffs and shifting corporate whims.  READ MORE

Here’s the salary you need to receive the maximum monthly Social Security benefit

The amount you receive in Social Security is determined by four factors (assuming you qualify): Your work history, your earnings history, the year you were born and the age at which you first claim benefits.

Some of these things – especially earnings and work history – are intertwined. To calculate your monthly benefit, the Social Security Administration takes your 35-highest earning years and then adjusts for inflation. Higher lifetime earnings mean you receive higher Social Security benefits. READ MORE

Salaries are growing faster than hourly wages. Here's why that matters.

Salaried workers’ pay growth has outpaced gains among hourly earners in the past year, with advertised wages declining outright among hourly workers in IT, software development, and other STEM fields, according to a new analysis from the Indeed Hiring Lab.

The analysis drew on pay information across millions of job postings from the beginning of 2025 through early 2026, finding that posted wages for salaried roles grew 2.9% while advertised pay for their hourly counterparts rose only 1.7%. READ MORE

S&P 500 CEO Compensation Growth Slows to Lowest Rate Since 2022

The upward trajectory of CEO compensation moderated in 2025 amid ongoing economic uncertainty. The median total compensation* for S&P 500 chief executives reached $17.7 million in 2025, representing a 5.9% increase from the previous year. While pay continues to climb, this single-digit uptick marks the smallest annual growth rate since 2022, when median pay grew by just 0.9%. Last year’s study recorded a 9.7% increase, in line with the typical annual change in CEO compensation.

For the 16th year, Equilar and the Associated Press have partnered to analyze CEO compensation across the S&P 500. This annual study tracks pay trends for CEOs who have led their companies for at least two consecutive fiscal years. To be included in the 2026 study, companies must have filed their proxy statements between January 1 and April 30, 2026 READ MORE

Where Compensation Judgment Gets Tested

Executive compensation is rarely easy, but it feels meaningfully different today. Compensation committees are operating with narrower margins for error amid more frequent and less predictable volatility. Strategic pivots unfold in compressed timeframes. Performance patterns are uneven. Market sentiment changes rapidly. Leadership transitions occur against backdrops that would have seemed implausible a decade ago.

At the same time, scrutiny is expanding beyond pay outcomes and alignment with common financial measures to the broader context. Investors, proxy advisors, employees and regulators are paying closer attention to how credibly boards explain the judgments underlying their decisions, not just mathematical outcomes. In this environment, two issues increasingly appear on committee agendas: how incentives support innovation without diluting accountability and how compensation reflects rapidly evolving risks that are less visible and harder to quantify. READ MORE

State Farm reduces base compensation for 19,000 agents

State Farm has told its 19,000 agents it is making significant changes to the compensation and benefits package for agents. Several agents have said this will substantially reduce their earnings.

The Bloomington-based company is also cutting benefits for retired insurance agents. State Farm briefly mentioned the changes last month at the agency convention and sent a pre-recorded video and follow-up email Monday. READ MORE

Despite headlines, ‘peanut butter’ pay raises remain rare

Employers in the U.S. appear to have delivered on their compensation promises in 2026, according to new data from Mercer. However, a deeper look shows that a narrative about a wave of across-the-board pay increases doesn’t hold up under scrutiny.

The mean merit increase paid out this spring was 3.1%, just below the 3.2% employers projected back in October 2025, according to Mercer’s new QuickPulse US Compensation Planning Survey, which drew responses from 756 organizations. Average total increases, which include all pay adjustments beyond merit, came in at 3.4%, also one-tenth of a point below the fall forecast. READ MORE

Median pay for CEOs rose nearly 6% in 2025, but some compensation packages were eye-popping

The typical CEO compensation package rose nearly 6% in 2025 to $17.7 million, as company boards rewarded their top executives for bigger profits and higher stock prices, and gave them incentives to stick around and make even more money for shareholders.

The median employee at companies in the S&P 500 earned $89,744, reflecting a 4.7% increase year over year. While that gain outpaced the rate of inflation in 2025, many workers were still feeling pinched by the accumulation of higher prices over the past few years and had to cut corners to make ends meet and run up credit card debt to pay for everyday necessities. READ MORE

Incentive Pay, Stock Awards Drive Double-Digit Jump In Bank CEO Compensation

CEO pay across the banking sector climbed sharply in 2024, with nearly every chief executive in a new Compensation Advisory Partners analysis receiving higher total compensation than the year before, as boards rewarded stronger earnings, rebounding bonuses and improved shareholder returns following the regional banking turmoil of 2023.

Compensation Advisory Partners examined pay at 54 large and regional banks and found all but four CEOs received increases in total direct compensation in 2024. Among regional banks with between $10 billion and $50 billion in assets, average CEO pay jumped 24.1%, nearly double the increase seen at larger institutions, according to CAP data cited by American Banker. READ MORE

Connecticut Expands Pay Transparency Requirements

Connecticut’s enactment of H.B. 5003 reflects a continuing nationwide trend toward greater pay transparency and enhanced employee protections concerning compensation. While building on the state’s existing statutory framework, the amendments materially expand both the scope and timing of employer disclosure obligations, particularly in the recruiting and hiring context.

These changes are likely to have significant operational implications for employers, particularly those with multistate workforces, as Connecticut’s requirements now more closely align with (and in some respects expand upon) similar laws in jurisdictions such as New York and New Jersey. READ MORE