SEC Compensation Recovery Rule- Restatements and Related Clawbacks

SEC Rule 10D-1 – often referred to as the compensation clawback rule - requires public companies to adopt policies to recover excess incentive pay that was paid to current or former executives because it was based on metrics that were later restated. Created under the Dodd-Frank Act, the rule aims to reinforce accountability by requiring the recoupment of bonus or performance-based compensation tied to incorrect results, regardless of whether the error was caused by simple mistakes or misconduct. It applies to both material (“Big R”) and immaterial (“little r”) restatements.

The rule also adds disclosure requirements: companies have to flag on the cover of their annual reports when the filing reflects corrections to past financial statements, explain whether and how they pursued recovery of excess compensation, and include their clawback policy as an exhibit to the annual report. READ MORE

3 ways to bring balance to employee goal setting in 2026

Performance goals are a practical tool for building talent and adapting to change. They also play a vital role in employee wellbeing and the employee experience, helping people feel confident, motivated and aligned with business needs. However, organizations and employees only get these benefits when performance goals are created thoughtfully and supported in the right ways.

Too many performance goals or too little support can dilute focus and effectiveness. As in many other areas both in business and life, striking the right balance is key. The right number of well-supported performance goals will help employees stay engaged and productive, while also helping organizations build the skills they need to keep up with emerging technologies like AI. READ MORE

Tim Tebow says Belichick nixed his $1M one-day payday, then cut him ‘days’ later. Here are the top financial takeaways

The idea of making $1 million in a single day might sound unreal — but that was the exact opportunity former NFL quarterback Tim Tebow had in front of him.

In a recent interview with Graham Bensinger, Tebow reflected on his short stint with the New England Patriots and the massive endorsement offer he received at the time: $1 million for one day’s work. READ MORE

I earned $600,000 last year. I made half at Google and $300,000 from my side hustle, which I spend 5 hours a week on.

Between 2015 and 2024, I more than tripled my salary in Big Tech, from under $80,000 to $292,000. It felt unreal.

But if I'd known that I'd make $302,000 in 2024 through my content creation side hustle, I think my younger self, who was lower middle-class and not very financially literate, would feel proud. I've come a long way in building generational wealth for myself and the people in my life. READ MORE

The future of compensation is flexible, fair and fast

Despite 93% of U.S. employers implementing pay increases this year, many workers still struggle to meet their basic needs. Though the majority of employers delivered on pay raises this year, Mercer’s recent QuickPulse U.S. Compensation Planning Survey found that the average merit increase was just 3.2%, which fell slightly below projections.

Because of this, some HR leaders, researchers and payroll experts argue that compensation strategies must evolve. From living wage thresholds to same-day pay to financial coaching, CHROs are exploring how to treat pay as a system of resilience, not just a budget line. READ MORE

Beyond pay: How non-compensation can win in a competitive talent market

Ask any recruiter what tops a candidate’s list of priorities, and you’ll hear the same answer I’ve heard for decades: compensation. Our latest nationwide survey of physicians and advanced practice providers, conducted in partnership with healthcare research and advisory firm Advisory Board, confirms that pay still reigns supreme in job selection.

But here’s the takeaway staffing leaders can’t afford to miss: Once you match the market on compensation, the real differentiators are schedule flexibility, work-life balance and meaningful benefits. In other words, if you can’t match your competitors on pay, then outperform them on everything else that matters. READ MORE

Shareholder Influence on Executive Compensation

The CEO of Palantir Technologies, Alex Karp, recently made headlines as one of the highest paid chief executives of a publicly traded U.S. company. But Karp’s compensation was not solely in cash—the sizeable $6.8 billion figure refers to “compensation actually paid,” the annual increase in the value of an executive’s current and potential stock holdings. Like most chief executives, the majority of Karp’s compensation takes the form of stock, stock options, and other investment vehicles.

Executive compensation plans are typically incentive based, calculated from metrics such as the economic performance of the corporation. But the rise of environmental and social governance (ESG) shifted the priorities of corporate governance. For example, Apple CEO Tim Cook’s 2024 pay package was tied to his performance on ESG criteria, putting Apple at the forefront of a growing cohort of companies expanding their executive performance benchmarks to include non-economic metrics. READ MORE

To win the war for talent, focus on the 3 Cs: culture, clarity, compensation

Much has been written over the years in the mainstream media and industry press about “the war for talent.” Employment statistics, vacancy rates, salary and benefit comparisons, and market analyses all paint a picture of an ever-changing and dynamic labor market. Recruiters and business leaders know that, regardless of the vagaries of specific industries or the broader labor market, the one enduring truth is that every company wants to hire the best talent for an open role. Whether an organization is growing rapidly or only seeking to fill one or two key openings, the challenges—and the opportunities—remain the same.

To “win the talent war,” there are some widely applicable principles to keep in mind: engaging attractive applicants in a meaningful, mutually beneficial, transparent and insightful interview process is the step to a successful talent acquisition program—a program that will fuel your company’s growth and overall talent objectives. Across industries, culture, clarity in business strategy and role, and competitive compensation (total rewards) packages are key factors in attracting top talent at every level. READ MORE

Musk’s Compensation Dream Is A Reality — So What Comes Next?

Tesla CEO Elon Musk’s compensation package is a done deal, and now we are immersed in the waiting game. Was it only two years ago in which Master Plan 3 was released, with its laser focus on sustainable energy? Not anymore. Now Musk is pushing agendas for AI, robots, and self-driving cars. His vision for long-term vehicle sales growth at Tesla is wrapped up in trying to achieve full self-driving (FSD) capability and robotaxi deployment.

A repeated headline about Tesla this morning read, “Could Buying Tesla stock today set you up for life?” It’s a company that is seeing its research and development costs rise 57% at the same time as its operating margin is tumbling. Yet Musk continues to insist the company’s future lies beyond electric vehicles. Achieving those goals is going to be very expensive. READ MORE

The era of salary negotiation is ending

If you’re looking for a new job right now, one of your main motivating factors is likely to be that you’d like a bit more money in your pocket.

Of course, there are other factors at play: plentiful tech layoffs and federal worker cuts have placed many Americans back into the labor market too. Career progression is another reason employees seek to move jobs; instead of stagnating, they’re searching for fresh opportunities for upskilling and professional development. READ MORE

ESG metrics and executive pay: A comparative analysis of payouts

On the surface, ESG executive incentive payouts seem to be in line with financial metrics, but a nuanced — and different — picture emerges when you look closely at specific metrics.

Sustainability, or environmental, social and governance (ESG) metrics are commonplace across executive incentive plans, as evidenced in WTW’s 2024 ESG Incentive Metrics Study. This is perhaps unsurprising, given many companies have incorporated sustainability into business strategy, therefore making it a key area on which to focus attention and drive performance via performance goals and incentives. READ MORE

The Compensation Clawback Rules: The Rules That Haven’t Changed Much of Anything

Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 required the Securities and Exchange Commission (SEC) to issue rules mandating the recovery of incentive-based compensation in the case of a financial restatement (“clawbacks”).

The SEC issued proposed clawback rules in 2015. These rules were met with broad criticism. They then basically sat untouched until late 2021, when the SEC reopened them for discussion. READ MORE

Workers turn to 'polyworking' to combat frozen salaries and inflation

As workers face frozen salaries, inflation and fear of layoffs, some have decided to branch out from their traditional careers. They're taking on side jobs to bring in additional income and provide a backup plan should they find themselves out of work, or adding second, third and sometimes fourth jobs — what some call “polyworking” — to the mix.

Take Katelyn Cusick, 29. She beautifies displays as a visual merchandiser for Patagonia at her full-time job. Then she works a side gig managing social media influencers for a German shoe brand for 10 to 15 hours per week. She also has an Etsy shop where she sells paintings. If that wasn’t enough, she ushers at concerts in the San Francisco Bay Area — a way to see live shows for free. READ MORE

How deferred compensation plans help attract and retain top talent

In today’s tight labor market, companies are seeking competitive advantages to attract and retain top talent. In this Crain’s Quick Take, Mindi Johnson, an employee benefits attorney at Foster Swift, outlines how deferred compensation plans can be a strategic tool for motivating and rewarding highly compensated employees.

Johnson explains that traditional salary and benefits packages often fall short for key executives due to federal limits on qualified plans. Non-qualified deferred compensation plans help bridge that gap. “These types of programs can help a company accomplish its goals in retaining that ‘top hat’ group of management by providing an attractive compensation and benefits package,” she says. READ MORE