Dodd-Frank Pay Ratio Disclosure: SEC Schedules Meeting to Consider Adopting Final Rules | Practical Law

Dodd-Frank Pay Ratio Disclosure: SEC Schedules Meeting to Consider Adopting Final Rules | Practical Law

The SEC scheduled an open meeting for Wednesday, August 5, 2015 to consider adopting final rules requiring companies to disclose median employee compensation and the ratio of that median to the principal executive officer's compensation, as required by Section 953(b) of the Dodd-Frank Act.

Dodd-Frank Pay Ratio Disclosure: SEC Schedules Meeting to Consider Adopting Final Rules

by Practical Law Corporate & Securities
Published on 30 Jul 2015 • USA (National/Federal)
The SEC scheduled an open meeting for Wednesday, August 5, 2015 to consider adopting final rules requiring companies to disclose median employee compensation and the ratio of that median to the principal executive officer's compensation, as required by Section 953(b) of the Dodd-Frank Act.
On July 29, 2015, the SEC issued a Sunshine Act Meeting Notice announcing that it will hold an open meeting on Wednesday, August 5, 2015 to consider adopting final rules to implement the "pay ratio" disclosure requirement mandated by Section 953(b) of the Dodd-Frank Act.
Section 953(b) requires the SEC to amend Item 402 of Regulation S-K to require companies to disclose:
  • The median of annual total compensation of all employees of the company, excluding the principal executive officer (PEO).
  • The annual total compensation of the PEO.
  • A ratio of the median employee annual total compensation to the PEO's annual total compensation.
The SEC issued its proposed pay ratio rules in September 2013 (see Legal Update, SEC Proposes Dodd-Frank Pay Ratio Disclosure Rules).
For more information on executive compensation disclosure, see Practice Note, Proxy Statements: Executive Compensation. For information on provisions of the Dodd-Frank Act relating to executive compensation, see Practice Note, Summary of the Dodd-Frank Act: Executive Compensation.
At the August 5 open meeting, the SEC will also consider:
  • Adopting rules and forms under the Exchange Act providing for the registration of security-based swap dealers (SBSDs) and major security-based swap participants (MSBSPs).
  • Proposing rules to provide a process for a registered SBSD or MSBSP to apply to the SEC for an order permitting an associated person subject to a statutory disqualification to effect or be involved in effecting security-based swaps on behalf of the SBSD or MSBSP.