On August 25, 2022, the United States Securities and Exchange Commission adopted a final rule requiring new disclosures for public companies regarding the relationship between executive compensation and company performance. Among other things, companies are now required to develop a new table that discloses multi-year compensation data side-by-side with prescribed financial performance metrics and a company-specified metric that the company views as the “most important” financial measure used to link executive compensation to corporate performance. Our Securities & Capital Markets colleagues published this alert discussing the new rule and how companies might approach compliance in their next proxy statement. The alert will be of interest to corporate secretaries, executive compensation professionals, securities and disclosure counsel, controllers, and other related stakeholders.

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Photo of William Woolston William Woolston

Will Woolston helps employers solve tough employee benefits and executive compensation problems. Will is a partner in the firm’s Washington office whose practice focuses on all aspects of global employee benefits and executive compensation for companies of all sizes in a variety of…

Will Woolston helps employers solve tough employee benefits and executive compensation problems. Will is a partner in the firm’s Washington office whose practice focuses on all aspects of global employee benefits and executive compensation for companies of all sizes in a variety of industries, including specialty chemicals and performance materials, disruptive technology, defense and aerospace, gaming and entertainment, and sports.

Will offers a practical approach to employers facing challenging decisions and transactions that impact their officers, executives, employees, and retirees. His approach and perspective developed over many years of close, day-to-day relationships with counsel and staff at major multinationals. In addition, Will provides an insider’s view and appreciation of the challenges facing in-house counsel, having once served as seconded corporate counsel to one of the largest U.S. defense contractors.

Although best described as a generalist in the employee benefits and executive compensation space, Will’s practice focuses significantly on the following areas:

  • Tax-qualified retirement plans, with a particular emphasis on cash balance and pension equity plans
  • Domestic U.S. and global equity incentive programs.
  • Corporate transactions and post-closing workforce integration
  • Executive employment agreements, retention and bonus agreements, and other similar incentives

Will was named a 2020 Law360 Rising Star in Employee Benefits.

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