The article discusses a report from the AFL-CIO, highlighting the significant disparity between CEO and median worker pay, even though CEO pay decreased slightly. The report reveals that the average CEO compensation in S&P 500 companies was $16.7 million, the second-highest level recorded, with 2021 having the highest at $18.3 million. The decline in CEO pay was not proportional to the drop in stock prices, which raises concerns about the fairness of their compensation.The article also touches on the impact of artificial intelligence (AI) on this pay gap. The AFL-CIO Secretary-Treasurer expresses concern that unchecked AI adoption could exacerbate economic inequality and job insecurity. CEOs are incorporating AI into their businesses without sufficient safeguards for workers or worker input, potentially leading to increased inequality. The labor movement emphasizes the importance of workers having a say in how AI is implemented, especially considering concerns over AI-generated content and ownership of workers' digital replicas. The article underscores the need for greater transparency and fairness in executive compensation and AI integration to avoid exacerbating existing disparities.

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The article discusses the approval by the U.S. Securities and Exchange Commission (SEC) of clawback listing standards for the New York Stock Exchange (NYSE) and NASDAQ. These standards, aligned with the SEC Clawback Rules, mandate that listed companies develop and implement clawback policies for recovering incentive-based compensation from executive officers in the event of an accounting restatement. The article provides an overview of the key elements of the SEC Clawback Rules, including their application to all issuers, the triggers for recovery, the types of compensation covered, and disclosure requirements. The article also offers guidance for Canadian companies subject to these rules, highlighting potential implications and considerations for compliance with the new standards. The deadline for companies listed on NYSE and NASDAQ to adopt compliant clawback policies is outlined, along with the consequences of non-compliance, and the need for Canadian companies to adjust their compensation plans and policies accordingly. Additionally, the article touches on the perspectives of proxy advisory firms Glass Lewis and ISS, and the evolving market practice regarding clawbacks in Canada.

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The article discusses the enforcement of Dodd-Frank clawback policies under foreign law, focusing on executive compensation. The US SEC's Rule 10D-1 mandates the recovery (clawback) of incentive-based executive compensation in the event of accounting restatements. The NYSE and Nasdaq proposed listing standards to comply with this rule. The article explores how clawback policies could be enforced in various countries including Brazil, China, France, Germany, Hong Kong, Singapore, the United Arab Emirates, and the United Kingdom. It addresses aspects such as enforceability under local law, deducting amounts from future compensation, and provisions to enhance enforcement. The application of these policies varies across jurisdictions based on legal frameworks and regulatory guidelines.

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The article discusses the idea of expanding access to employee stock ownership plans (ESOPs) in order to protect Americans' retirement savings in a volatile economic environment. It points out that American retirees faced a 23% loss in their 401(k) savings in 2022, and the ongoing financial uncertainties caused by various factors necessitate finding ways to ensure retirement security. The article highlights the benefits of ESOPs, where employees have ownership in the companies they work for. A survey by the National Center for Employee Ownership (NCEO) indicates that workers at ESOP-owned businesses have greater retirement security, better employee retention, and superior retirement savings compared to workers in other companies. The article also mentions bipartisan legislation introduced to promote and expand employee ownership in private companies.

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The article discusses the practice of awarding "mega grants" to CEOs, which are large, one-time equity awards with long vesting periods, often granted in addition to or in lieu of annual awards. Mega grants are intended to provide significant incentives for CEOs to achieve long-term targets. The practice of mega grants has resurged in recent years, with CEOs receiving nine-figure awards, even though they were less popular due to shareholder criticism in the past. The article explores the reasons behind this change, including notable instances such as Tim Cook's mega grant at Apple and Elon Musk's performance-vested stock-option package at Tesla. The controversy surrounding mega grants is examined, along with proxy advisory firms' skeptical views and shareholder reactions. The article also delves into the characteristics of mega grants, such as recipient types, tenure, grant size, equity type, term, performance triggers, and more. It also explores the rationale behind issuing mega grants and the role of compensation consultants in recommending them. Finally, the article discusses the stock price reaction to mega grant announcements and raises questions about the impact of mega grants on CEO incentives and company performance.

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The SEC's Division of Corporation Finance issued 10 new Compliance & Disclosure Interpretations (C&DIs) on September 27, 2023, supplementing previous guidance on pay-versus-performance disclosure rules.

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