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Final Rule

Pay Ratio Disclosure

Overview

We are adopting amendments to Item 402 of Regulation S-K to implement Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Section 953(b) directs the Commission to amend Item 402 of Regulation S-K to require disclosure of the median of the annual total compensation of all employees of a registrant (excluding the chief executive officer), the annual total compensation of that registrant's chief executive officer, and the ratio of the median of the annual total compensation of all employees to the annual total compensation of the chief executive officer. The disclosure is required in any annual report, proxy or information statement, or registration statement that requires executive compensation disclosure pursuant to Item 402 of Regulation S-K. The disclosure requirement does not apply to emerging growth companies, smaller reporting companies, or foreign private issuers.

Prior Actions

Last Reviewed or Updated: Aug. 31, 2023

Details

File Number
S7-07-13
Rule Type
Final
Release Number
33-9877
34-75610
33-9452
SEC Issue Date
Effective Date

October 19, 2015

Compliance Date

Registrants must comply with the final rule for the first fiscal year beginning on or after January 1, 2017.

Federal Register Publish Date
Document Citation

80 FR 50103

RIN
3235-AL47