On May 16, 2025, the SEC announced that on June 26, 2025, it will hold a roundtable discussion focused on executive compensation disclosures.  As you can read in the Press Release, the roundtable will be open to the public and streamed live.  In a related Statement about the roundtable, Chairman Paul S. Atkins noted:

“When the Commission instituted tabular executive compensation disclosure in 1992, then-Chairman Richard C. Breeden championed an easily comprehensible disclosure regime centered around a graphical presentation of total executive compensation with comparisons against compensation of executives in peer firms and against the issuer’s performance.

In the intervening years, disclosure requirements have been expanded to focus more and more on variations of components of compensation, rather than on total compensation.  While it is undisputed that these requirements, and the resulting disclosure, have become increasingly complex and lengthy, it is less clear if the increased complexity and length have provided investors with additional information that is material to their investment and voting decisions.”

Chairman Atkins’ Statement enumerates a number of questions for consideration in assessing issues including cost effectiveness and materiality for current executive compensation disclosure requirements.  The Statement also encourages input from the public.

In separate remarks that shed light on how the Commission will focus on economic analysis in the rulemaking process, at the 12th Annual Conference on Financial Market Regulation, Chairman Atkins stated:

 “In years past, the Commission has unfortunately demonstrated a tendency to prioritize regulatory expansion over meticulous economic analysis, potentially jeopardizing this delicate balance.  For example, in some of the Commission’s recent economic analysis, the adopting releases have stated, ‘Where possible, we have attempted to quantify these economic effects . . . however, we are unable to reliably quantify the potential benefits and costs of the final rule.’  Going forward, we must show our work so that the public understands what we are proposing and why.  We must show that we have considered the potential effects of our rules, including the negative ones.”

As always, your thoughts and comments are welcome.