NACD - National Association of Corporate Directors

Compliance is Only the Ante, Your Strategy is the Winning Hand

Date: August 6, 2015
Series: Compensation Committee

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License to Access and Use


Before accessing a digital download on this website, National Association of Corporate Directors ("NACD") requires your affirmative assent to the following terms and conditions:

License: NACD hereby grants you a nonexclusive, non-transferable, non-sublicensable, limited license to view, save and print one (1) copy of each digital download (the "Works") for personal, noncommercial purposes, contingent upon your adherence to the following terms and conditions:

Ownership of Intellectual Property: At all times NACD will retain all right, title and interest in and to the Works, including without limitation, copyrights, trademarks and any other rights and interests. This license does not convey to you, your business, or your employer any right, title or interest in the Works, nor in any portion of the Works, but only constitutes a limited license to use the Works as specified herein.

Restrictions: You may not reproduce, copy, modify, publish, transmit, participate in the transfer or sale of, create derivative works from, distribute, publicly display, or in any other way exploit the Works, in whole or in part, other than as expressly set forth herein. You may not remove or alter any copyright or trademark notices referenced in the Works.

Your Acceptance: YOU ACKNOWLEDGE THAT YOU HAVE READ AND YOU UNDERSTAND THIS AGREEMENT AND ACCEPT AND AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.


I have read this agreement carefully and understand its terms.

PLEASE NOTE: If the downloaded PDF does not open automatically in a new window, please check your Downloads folder.

License to Access and Use


Before accessing a digital download on this website, National Association of Corporate Directors ("NACD") requires your affirmative assent to the following terms and conditions:

License: NACD hereby grants you a nonexclusive, non-transferable, non-sublicensable, limited license to view, save and print one (1) copy of each digital download (the "Works") for personal, noncommercial purposes, contingent upon your adherence to the following terms and conditions:

Ownership of Intellectual Property: At all times NACD will retain all right, title and interest in and to the Works, including without limitation, copyrights, trademarks and any other rights and interests. This license does not convey to you, your business, or your employer any right, title or interest in the Works, nor in any portion of the Works, but only constitutes a limited license to use the Works as specified herein.

Restrictions: You may not reproduce, copy, modify, publish, transmit, participate in the transfer or sale of, create derivative works from, distribute, publicly display, or in any other way exploit the Works, in whole or in part, other than as expressly set forth herein. You may not remove or alter any copyright or trademark notices referenced in the Works.

Your Acceptance: YOU ACKNOWLEDGE THAT YOU HAVE READ AND YOU UNDERSTAND THIS AGREEMENT AND ACCEPT AND AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.


I have read this agreement carefully and understand its terms.

PLEASE NOTE: If the downloaded PDF does not open automatically in a new window, please check your Downloads folder.

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Event Details

August 6, 2015

2-3 p.m. (ET)

The Dodd-Frank Act continues to create a steady stream of new proposed regulations for executive compensation disclosure. Meanwhile, the SEC is under increasing pressure to finalize a number of these proposals—including the most recent on pay vs. performance—and may do so effective for the 2016 proxy season. How can Compensation Committees maintain laser focus on aligning compensation with business strategy while also following compliance mandates that could be at odds with their business-based approach? The key lies in early preparation.

Join NACD and Pearl Meyer & Partners on August when we will provide recommendations on how to navigate the new wave of potential disclosure requirements while ensuring that your compensation strategy continues to support value creation for shareholders.

We’ll discuss how to:

  • Model and analyze the data required for the new pay-for-performance disclosure;
  • Determine where or whether this data intersects with the company’s current compensation strategy and performance metrics;
  • Use this data to look ahead to your 2016 compensation planning and determine how to evolve your pay programs;
  • Develop a thoughtful shareholder communication plan that meets the proposed disclosure requirements and at the same time clearly explains the larger context of pay alignment with the company’s business strategy.

Additional Resources

FAQs on the New SEC Pay-Ratio Rule

NACD’s recent comment letter on the proposed ”pay-versus-performance” rule (July 10, 2015)

Client Alert: SEC Proposes New Pay-for-Performance Disclosure Rules

Client Alert: SEC Proposes Rules on Clawback Policies