New SEC Pay Versus Performance Rule 

On February 10, the SEC issued Compliance & Disclosure Interpretations (C&Dis) to help companies comply with the new Pay Versus Performance (PVP) Rule (the “Rule) in their 2023 proxy statements. The C&Dis answer some, but far from all, of the questions companies are grappling with as they prepare their first disclosures. This article provides a brief background on the rule and a summary of the guidance. The full text of the 15 C&Dis is in the Appendix. It’s not clear if there will be additional guidance before the first disclosures are due. For a detailed summary of the Rule, see “A deep dive into the long awaited pay-for-performance disclosures.”