Human Capital Disclosure Rules Revised by the SEC

Human Capital Disclosure Rules Revised by the SEC

Fulcrum Partners Fulcrum Partners News

On August 26, the Securities and Exchange Commission (SEC) announced changes to Regulation S-K as part of its human capital disclosure requirements for companies’ non-financial reporting.

“Many of the amendments,” stated the SEC media release issued last week announcing the adoption of the new guidelines, “reflect the Commission’s long-standing commitment to a principles-based, registrant-specific approach to disclosure. These disclosure requirements, while prescriptive in some respects, are rooted in materiality and are designed to facilitate an understanding of each registrant’s business, financial condition, and prospects. The rules are designed for this information to be presented on a basis consistent with the lens that management and the board of directors use to manage and assess the registrant’s performance.

Human Capital Management and Corporate Accountability

Human Capital Management and Corporate Accountability

Fulcrum Partners Deferred Compensation News

Is your organization prepared to be accountable to stakeholders (and the marketplace) for its human capital management policies and practices? If your company is still looking at human capital as a cost and not an asset, brace yourself for a dramatic perspective shift. As Michael S. Melbinger, attorney and author of the Executive Compensation Blog, has observed, “the COVID-19 pandemic has pushed human capital issues to the fore like never before.”

Targeted communication. Target individuals.

Incentive Compensation Plan Changes: How Companies Are Handling the Impact of COVID-19 on Performance Targets and Metrics

Fulcrum Partners. Executive Benefits News

Would you be interested to see how organizations are adapting their incentive compensation performance metrics in the face of a global pandemic? The attorneys at Winston & Strawn have compiled an extensive chart showing changes organizations are making, including the rationale behind their decisions.

Woman votes on election day.

SEC Final Rules for Proxy Voting Advice Businesses

Fulcrum Partners. Fulcrum Partners News

The rules are changing for Proxy Voting Advice Businesses (PVAB), with approval by the SEC of new guidelines. The SEC’s final rule statement (published July 22, 2020) explains, “The Securities and Exchange Commission (“Commission”) is adopting amendments to its rules governing proxy solicitations so that investors who use proxy voting advice receive more transparent, accurate, and complete information on which to make their voting decisions, without imposing undue costs or delays that could adversely affect the timely provision of proxy voting advice.

Compensation Clawback Final Rules on SEC Agenda

Compensation Clawback Final Rules on SEC Agenda

Fulcrum Partners. Executive Benefits News

Attorney Mike Melbinger, author of the Executive Compensation Blog, says he is officially putting away his crystal ball when it comes to predicting (or second guessing) the timing of actions by the Securities and Exchange Commission. Nevertheless, he does point out that select issues are on the SEC’s radar, including specific executive compensation issues, such as the recovery of erroneously awarded compensation. 

Incentivizing Executives in a Post-Pandemic Economy: Example

Incentivizing Executives in a Post-Pandemic Economy: Example

Fulcrum Partners. Executive Benefits News

Attorney Mike Melbinger, Partner in Winston & Strawn’s Chicago office, brings perspective to this ICS/ISS illustration model of how a sample company might choose to adjust annual goals for incentivizing executives. As Mike points out this topic, “will affect nearly every company in corporate America”.

Stock exchange or bourse

When Executives Fail to Meet Company Stock Ownership Guidelines

Fulcrum Partners. Executive Benefits News

Although the economy has shown positive signs, (such as the May jobs report) indicating recovery is underway, no one is exhaling yet. Among the many issues that organizations are managing with prudence and often uncertainty, is how best to handle company stock ownership policies in the face of atypical stock price fluctuations.

COVID-19: The Issue Clearly is Human Capital

COVID-19: The Issue Clearly is Human Capital

Fulcrum Partners. Fulcrum Partners News

COVID-19 has painted a crystal-clear picture of the critical value of human capital. And with this heightened awareness comes an accelerated pace for new human capital governance. But even before the global pandemic abruptly redefined just about everything, Attorney Mike Melbinger, a partner in the Chicago offices of Winston & Strawn, and others were already taking note of the developing sentiment that matters of human capital management should rest squarely on the shoulders of Compensation Committees.