The SEC announced on May 16 that it will host a roundtable discussion with representatives from public companies, compensation consultants, lawyers, investors, and other stakeholders on the topic of executive compensation programs and the related disclosures required in public company proxy statements. The roundtable will take place on June 26 at the SEC’s headquarters. If you are interested, you can register in advance to attend in-person, or you can watch the roundtable virtually. The virtual link will be available on June 26 at www.sec.gov, and the SEC intends to make a recording available at a later date. The agenda and panelists for the roundtable were announced on June 11 and are described in more detail here.

In our recent client alert, “Texas Federal Court Allows an ERISA Fiduciary Challenge Against Alleged “ESG Investing” Without Any ESG Funds,” we reported that a Texas district court recently upheld Biden-administration Department of Labor (DOL) rules permitting environmental, social, and governance (ESG) considerations as “tie breakers” in selecting 401(k) plan investments. The district court, following instructions from the Fifth Circuit Court of Appeals, applied a Loper Bright “post-Chevron” analysis to hold that the Biden-era rules were validly issued.

In this episode of Troutman Pepper Locke’s Employee Benefits and Executive Compensation podcast, hosts Lydia Parker and Lynne Wakefield explore the complex legal landscape surrounding the coverage of GLP-1s prescribed for weight loss purposes within self-insured medical plans. As these medications gain popularity, plan sponsors face the challenge of controlling costs while meeting participant demand and maintaining legal compliance. The discussion covers various design alternatives, including cost-sharing strategies, waiting periods, and wellness program rewards, while addressing potential legal risks under HIPAA, the Affordable Care Act, and the Americans with Disabilities Act. Tune in to explore how plan sponsors can navigate these issues effectively as a means to attract and retain employees, while mitigating financial exposure.

On January 16, the Internal Revenue Service (IRS) published proposed regulations (90 FR 4691) under Section 162(m) of the Internal Revenue Code. Section 162(m) generally limits the deductibility of compensation paid in any tax year to covered employees of a publicly held corporation to $1 million.…

In this installment of our Employee Benefits and Executive Compensation Considerations in Mergers and Acquisitions podcast series, Partners Jeffery Banish and Joshua Gelfand discuss many of the complex issues surrounding employee benefits and executive compensation in M&A transactions. They cover key concerns, common pitfalls, and best practices relating to matters that are likely to arise in M&A transactions. Understanding and addressing benefit issues is critical to ensuring that the parties identify the risks and liabilities they may be assuming relating to benefit matters.

The Internal Revenue Service announced the 2025 cost-of-living adjustments to the dollar limitations for qualified retirement plans and other benefits, and the Social Security Administration announced its own cost-of-living adjustments for 2025. Most of the dollar limits, including the elective deferral contribution limit for 401(k), 403(b) and 457(b) plans, the…

In this installment of our Employee Benefits and Executive Compensation Considerations in Mergers and Acquisitions podcast series, Troutman Pepper Partners Joshua Gelfand and Michael Crumbock discuss current executive compensation trends and issues in the private equity M&A space, including employment contracts, severance, and equity compensation.

In this installment of our Employee Benefits and Executive Compensation Considerations in Mergers and Acquisitions podcast series, Troutman Pepper Partners Jim Earle, Lynne Wakefield, and Lydia Parker discuss the impact of the Supreme Court’s decision in Loper Bright Enterprises v. Raimondo on benefits-related regulations, including the Department of Labor’s Fiduciary Rule; environmental, social, and governance regulations; protections based on sexual orientation and gender identity under the Affordable Care Act; and much more.

On June 20, 2024, the Internal Revenue Service (“IRS”) released Notice 2024-55 (the “Notice”) offering guidance on two (2) new types of distributions exempt from the 10% early withdrawal penalty: emergency personal expense distributions and domestic abuse victim distributions.…