The One, Big, Beautiful Bill Act (OBBBA), enacted July 4, 2025, creates new tax deductions for tax years 2025 through 2028 for recipients of qualified tips and qualified overtime compensation. The OBBBA amendments to the Code generally impose information reporting requirements, such as on Form W-2 or Form 1099, on the payors of qualified tips and overtime in order for the recipients of such compensation to be eligible to take the deductions. However, for tax year…
As we approach the 2026 proxy season, Institutional Shareholder Services (ISS) has announced a variety of compensation-related updates to its 2026 benchmark proxy voting policies. Among the most notable changes are revisions to the Equity Plan Scorecard (EPSC) used by ISS to evaluate issuer proposals for shareholder approval of equity incentive plans. Under the policy updates, the EPSC will add a new scoring factor addressing individual award limits for non-employee directors and will penalize equity…
The One Big Beautiful Bill Act, enacted as Public Law 119-21 on July 4, 2025, introduces new section 4475,i which imposes a 1% excise tax on remittance transfers made after December 31, 2025. The provision was initially touted as one that “Makes America Win Again,” because it would affect only certain immigrants. As enacted, however, the excise tax applies equally to all individual taxpayers, whether US citizen, resident, or immigrant. It is unclear just how…
For the first time in nearly twenty years, the SEC is considering on a holistic basis whether the current executive compensation disclosure rules serve their core function of efficiently providing investors with material information on which to make voting and investment decisions. On June 26, 2025, the SEC hosted a roundtable on executive compensation disclosure featuring various stakeholders, including advisors, investors, and directors, and their discussion touched on a wide range of topics. In advance…
On July 4, President Trump signed the ‘One Big Beautiful Bill Act’ into law, including provisions reducing federal income tax on qualified tips and overtime compensation. For employers, the new law raises a host of practical questions: In this video chat, our Employment & Compensation and Tax partners unpack this significant development in federal tax policy. Tune in to discover what these changes may mean for your operations, and for practical tips to navigate the new law.…
Overview We reported in May on the provisions in the House’s One Big Beautiful Bill addressing two of President Trump’s campaign promises – no taxation of tips and overtime. The Senate has now passed its version of the One Big Beautiful Bill, which includes its version of these provisions in sections 70201 and 70202. See our prior blog post here for a detailed discussion of the House provisions. While the basic structure of the provisions…
Overview Above-the-line deductions for qualified tips and qualified overtime While we do not often report on proposed legislation, two provisions in the bill the House Ways and Means voted out of Committee on May 14th (and which was voted out of the House Budget Committee on May 18th) are worthy of attention, as they reflect how two of President Trump’s campaign promises are beginning to take shape. Sections 110101 and 110102 of the Ways and Means…
On April 11, 2025, the US Securities Commission’s Division of Corporation Finance issued six new Compliance and Disclosure Interpretations (CDIs) that provide guidance on the disclosures required when a US listed issuer has an accounting restatement that may trigger a clawback of “erroneously-awarded compensation” under Exchange Act Rule 10D-1 and the corresponding listing standards. See Exchange Act Forms CDIs 104.20 – 104.25, as linked below. When to Mark Check Boxes on Annual Reports The new…
On January 14, 2025, the Internal Revenue Service (“IRS”) published proposed regulations (the “Proposed Regulations”) under Section 162(m) of the Internal Revenue Code (“Code”), which generally limits publicly held companies to a $1 million annual tax deduction for compensation paid to “covered employees” in a taxable year. The Proposed Regulations implement amendments made to Code Section 162(m) by the American Rescue Plan Act of 2021 (the “ARPA”) to expand the definition of “covered employee” to…
The wildfires in Los Angeles County have wreaked devastation in the area, with thousands of homes and other structures, vehicles, and more destroyed by the worst wildfire in L.A. history. In response, on January 8, 2025, President Biden approved a Major Disaster declaration for California, allowing impacted communities and survivors to immediately access funds and resources to jumpstart their recovery. As it stands, impacted individuals are in need of funds, housing, food, clothing, medical care,…