Author Archives: Victoria Sidoti

Weekly Roundup: March 21-27, 2025

By Victoria Sidoti | Published Friday, March 28, 2025

Shareholder Engagement on Compensation Matters: Special Time-Sensitive Complications for the 2025 Proxy Season Posted by Alessandra Murata, Michael Bergmann, and Brad Goldberg, Cooley LLP, on Friday, March 21, 2025 Tags: Board of Directors, Proxy season, SEC, shareholder engagement How DEI Shareholder Proposals Are Faring in 2025 Posted by David A. Bell and Wendy Grasso, Fenwick […]

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Private Equity for Pension Plans? Evaluating Private Equity Performance from an Investor’s Perspective

By Victoria Sidoti | Published Monday, February 3, 2025

Introduction Public pension plans, like many other institutional investors, have steadily increased their allocation to private equity investments over the last two decades. (Figure 1) This trend prompts an important question: do these investments enhance the investment opportunity set by delivering positive risk-adjusted returns, or are they merely high-cost vehicles for taking on risks similar […]

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Key Considerations for the 2025 Annual Reporting and Proxy Season

By Victoria Sidoti | Published Wednesday, January 29, 2025

Each year in our Annual Memo, White & Case’s Public Company Advisory Group provides practical insights on preparing Annual Reports on Form 10-Ks, Annual Meeting Proxy Statements and, for FPIs, the Annual Report on Form 20-F. This installment of our Annual Memo will focus on preparations for your Form 10-K, divided into two sections: Annual […]

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Insider Trading Policies: A Survey of Recent Filings

By Victoria Sidoti | Published Saturday, January 25, 2025

White & Case’s Public Company Advisory Group has conducted a survey of publicly filed insider trading policies to assess emerging trends with respect to key insider trading policy terms. Starting with Form 10-K/20-F annual reports for June 30 fiscal year end companies, new SEC rules (under Item 408 of Regulation S-K) now require companies to […]

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C-Suite Outlook 2025: Seizing the Future

By Victoria Sidoti | Published Thursday, January 23, 2025

Key Insights CEOs globally continue to focus on growth in 2025 despite material challenges and risks ahead. CEOs rank innovation, introducing new products and services, and investing in technology (including AI) as their primary strategies for growing profits, and they desire leaders who are innovative thinkers to drive future growth. CEOs cite the rapid advancement […]

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Should SEC Revisit Executive Security Perquisite Disclosure?

By Victoria Sidoti | Published Friday, January 17, 2025

The recent homicide of UnitedHealthcare CEO Brian Thompson has put a spotlight on executive security and has prompted many companies to reassess how they are protecting their top executives. We also believe that in the wake of this tragic event it is time for the Securities and Exchange Commission (SEC) to revisit the treatment of […]

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Weekly Roundup: January 10-16, 2025

By Victoria Sidoti | Published Friday, January 17, 2025

FinCEN Suspends Reporting Requirements as Circuits Grapple With Corporate Transparency Act’s Constitutionality Posted by Shay Dvoretzky, Parker Rider-Longmaid, and Amy E. Heller, Skadden, Arps, Slate, Meagher & Flom LLP, on Friday, January 10, 2025 Tags: Corporate Transparency Act, Fifth Circuit, Regulations, Texas Top Cop Shop Global Top 250 Compensation Survey 2024 Posted by Marco Pizzitola, […]

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Financial Services Merger of Equals and Strategic Mergers: Striking a Difficult Balance

By Victoria Sidoti | Published Wednesday, January 8, 2025

As 2025 begins, optimism abounds for a return to a normal regulatory environment that, together with improved economic and business conditions, leads to robust bank and other financial services M&A activity. Merger of equals or “MOE” transactions have been common in financial services historically and were prevalent during the first Trump Administration, as exemplified by […]

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Relative TSR Awards: Challenges and Trade-Offs

By Victoria Sidoti | Published Monday, September 9, 2024

Introduction Thousands of companies, including more than 70% of the S&P 500 companies, grant performance stock units (PSUs) with relative total shareholder return (TSR) or stock price performance-vesting conditions. These incentives can be very motivational, help align management rewards with shareholder returns, and are strongly favored by some investors and proxy advisors. Nevertheless, differing perspectives […]

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Audit Committee Practices Report

By Victoria Sidoti | Published Sunday, September 8, 2024

Key Findings As the regulatory environment grows in complexity and organizations address new and continuing challenges, additional expectations are placed on audit committees. The scope of their responsibilities continues to expand beyond the traditional remit of financial reporting and internal controls, internal and external audit, and ethics and compliance programs. Topics like cybersecurity, artificial intelligence […]

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