The U.S. Securities & Exchange Commission announced it will host a roundtable as part of a retrospective review of its executive compensation disclosure requirements, focusing on whether current disclosures have become overly complex and whether they continue to deliver material, decision-useful information to investors in a cost-effective way. The roundtable will bring together representatives from public companies, investors, and other experts, and will examine how companies set executive pay and what information investors consider material for investment and voting decisions. Topics flagged for discussion include potential streamlining of disclosures under Item 402 of Regulation S-K, experience with the 2006 executive compensation disclosure framework, Dodd-Frank related disclosure and advisory voting requirements, and implementation issues arising from newer rules on pay-versus-performance and clawbacks, including the definition and calculation of “compensation actually paid” and the application of the perquisites disclosure analysis. Commission staff will publish further details on the agenda and speakers before the event. The SEC also invited public input in advance of or after the roundtable, with submissions to be included in the public record under File Number 4-855.
U.S. Securities & Exchange Commission 2025-05-16
U.S. Securities & Exchange Commission announces executive compensation roundtable to reassess disclosure rules
The U.S. Securities & Exchange Commission will host a roundtable to review its executive compensation disclosure requirements, assessing their complexity and usefulness to investors. The event will discuss potential streamlining of disclosures, experiences with the 2006 framework, Dodd-Frank requirements, and issues with newer rules on pay-versus-performance and clawbacks. Public input is invited for inclusion in the public record under File Number 4-855.