Who Are Your Covered "Executive Officers"?

Background and Timeline

In late February, the NYSE and Nasdaq proposed new listing standards that would require listed companies to adopt and comply with a policy for the recovery of erroneously awarded incentive-based compensation received by covered executive officers (the "Clawback Policy"). The Clawback Policy must require that any incentive compensation (including both cash and equity compensation) paid to any current or former "executive officer" is subject to recoupment if (i) the incentive compensation was calculated based on financial statements that were required to be restated due to material noncompliance with financial reporting requirements, without regard to any fault or misconduct and (ii) that noncompliance resulted in overpayment of the incentive compensation within the three fiscal years preceding the date the restatement was required. Continue reading >