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"In the annual proxy statement, a company must disclose information concerning the amount and type of compensation paid to its chief executive officer, chief financial officer and the three other most highly compensated executive officers A company also must disclose the criteria used in reaching executive compensation ...
Proxy statements are intended for shareholders with voting rights, while annual reports are for anyone following the company. This may be shareholders, including potential investors, regulators, financial institutions and more.
Proxy statements describe matters up for shareholder vote, and include management and executive compensation information if the shareholders are voting for the election of directors.
SEC Proxy Filing Requirements File proxy card, Notice of Internet Availability and other soliciting materials with the SEC. ... Submit annual report on EDGAR. ... Ensure clarity on the proxy card. ... Provide management's opposition statement to shareholder proposal proponents. ... Updates for universal proxy.
Proxy statements are documents that the Securities and Exchange Commission requires companies to give to shareholders so they can weigh in on important company issues. Proxy statements offer shareholders information about changes on the board and other important decisions the board needs to make.
Companies use mailed notices to direct shareholders to publicly accessible websites where they can find proxy statements. The SEC also makes proxy statements available through its EDGAR database. Most retail investors, however, learn about the availability of proxy statements through an email from their brokerage firm.
A proxy statement also details the compensation packages of a company's CEO, its chief financial officer and its three other highest paid executives. The compensation is broken down by salary, bonuses, stock options, pension benefits and more.
The SEC's new rule requires companies to disclose the relationship between executive compensation and the company's financial performance, including information on the company's total shareholder return and the performance of the company's peers.