Disclosure Resources - Semler Brossy Consulting

Executive Compensation Roundtable Comment Letter

An excerpt from our comment letter responding to the Securities and Exchange Commission’s requests for comments on the Executive Compensation Disclosure Roundtable on June 26, 2025.

October 7, 2025

Shareholder Voting, SOP, and Proxy Results

Articles

SEC and NAM appeal decision holding proxy advisor rule amendments unlawful

In a challenge to reduce the concentrated influence of proxy advisors, the SEC and the National Association of Manufacturers (NAM) have appealed a decision by the DC District Court that struck down the SEC’s classification of proxy advisory firms’ vote recommendations as “solicitations”, which made them subject to anti- fraud provisions and new conflict of […]

Harvard Law School Forum on Corporate Governance

SEC postpones effective date of share repurchase rule

The SEC recently postponed the effective date of the Share Repurchase Disclosure Modernization rule, which would require quarterly disclosure of company share repurchases, following a court ruling holding that the rulemaking was “arbitrary and capricious”.

Cooley LLP

The State of ESG Goal-Setting

ESG metrics are increasingly prevalent in incentives, but disclosure has not kept pace. In recent years, the prevalence of ESG metrics in executive compensation design has expanded.

October 30, 2023

Human Capital Management

Articles

The Evolving Disclosure of Human Capital

When approached strategically, a focus on HCM can help companies develop the agile, innovative, and engaged workforce critical to differentiation and meeting strategic goals.

September 21, 2021 QuickTakes

Human Capital Management

Human Capital Management Proxy Disclosures

Given growing stakeholder focus on Human Capital Management (HCM), we sought to understand how companies would approach the HCM disclosure within proxy statements this year. Our study of a sample of proxies filed in December 2020 and January 2021 offers an early proxy season preview of HCM disclosure practices.

February 28, 2021

Human Capital Management

Reports