SEC Proposes Rules Regarding Disclosure of Corporate Hedging Policies
On February 9, 2015, the Securities and Exchange Commission (“SEC”) issued proposed rule amendments to implement the Dodd-Frank Act requirement that each issuer disclose in any proxy or consent solicitation material for an annual meeting whether any employee or director, or any designee thereof, “is permitted to purchase financial instruments (including prepaid variable forward contracts, equity swaps, collars, and exchange funds) that are designed to hedge or offset any decrease in the market value of equity securities either (1) granted to the employee or director by the issuer as part of the compensation of the employee or director; or (2) held, directly or indirectly, by the employee or director.”