Harvard Corporate Governance

JUNE 7, 2023

Since the SEC’s announcement of the new PvP rules in August 2022, human resources, finance and legal teams have worked diligently to address the requirements and provide a crisp and clear proxy disclosure. Separately, companies are also required to disclose their total shareholder return (TSR) and the TSR of their peer group.

Total Shareholder Return 225

Total Shareholder Return Finance Equity 225

Harvard Corporate Governance

NOVEMBER 9, 2022

Posted by Jordan Lute, Maria Vu, Glass, Lewis & Co, on Wednesday, November 9, 2022 Editor's Note: Jordan Lute is a Research Analyst and Maria Vu is a Senior Director of Compensation Research at Glass, Lewis & Co. This post is based on their Glass Lewis memorandum. Measuring the Performance Element. Nonetheless, detractors are plenty.

Equity 225

Equity Total Shareholder Return Compliance Marketability 225

Reynolds Holding

NOVEMBER 30, 2023

07 Question: In each of 2020 and 2021, a registrant provided the same list of companies as a peer group in its Compensation Discussion & Analysis (“CD&A”) under Item 402(b) but provided a different list of companies in its CD&A for 2022. The new and revised C&DIs are included below. Answer: No. Answer: No.

Compliance 40

Compliance Total Shareholder Return Dividends Market Capitalization 40

Cooley M&A

JANUARY 30, 2024

Globally, 229 campaigns launched in 2023, just under 2022 campaign levels, ushering in the most active two-year period on record. [1] 1] Activism in Europe was a core driver of activity, representing 28% of all campaigns and a 30% increase from 2022. [2] 4] Activists won 134 board seats globally in 2023, a 30% increase from 2022.

Market Capitalization 52

Market Capitalization Equity Marketability Total Shareholder Return 52

Harvard Corporate Governance

OCTOBER 9, 2023

Recent Proxy and Annual Report Developments INSIDER TRADING DISCLOSURES Environmental and Social Matters Additional Annual Report and Proxy Statement Matters In December 2022, the U.S. Securities and Exchange Commission (the “SEC”) amended rules relating to insider trading arrangements and related disclosures. Quarterly Disclosures.

Total Shareholder Return 188

Total Shareholder Return Equity Compliance Marketability 188

Reynolds Holding

MARCH 5, 2023

The staff of the Securities and Exchange Commission’s (SEC’s) Division of Corporate Finance recently issued guidance to address open questions related to the final pay-versus-performance (PVP) disclosure rules adopted in 2022. Prior-year equity awards granted to a first-time NEO must be included in CAP adjustments. C&DI 128D.02

Equity 45

Equity Dividends Total Shareholder Return Corporate Finance 45

Reynolds Holding

SEPTEMBER 6, 2022

On August 25, 2022, the U.S. The SEC issued proposed pay-versus-performance rules in 2015 and reopened the comment period on the proposed rules in January 2022. There are a number of important differences between the proposed rules (summarized here ) and the final rules (summarized below).

Total Shareholder Return 45

Total Shareholder Return Equity Dividends Market Capitalization 45