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NYSE Listed Company Manual Section 802.01F

Requires listed companies to have in place policies and procedures for recovery of erroneously awarded compensation, subject to limited exceptions.

Rule Overview

Jurisdiction: United States

Regulator: NYSE

Topic: Corporate Governance

NYSE Listed Company Manual Section 802.01F
Overview
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Further Reading

Key provisions:

  • Listed companies must comply with NYSE executive compensation recovery (clawback) requirements.
  • Companies must notify the Exchange within five days of a clawback compliance failure and publicly disclose the deficiency and expected remediation status.
  • The Exchange may provide an initial cure period of up to six months and, in appropriate circumstances, an additional cure period of up to six months.
  • The Exchange may deny, shorten, or terminate a cure period and begin delisting proceedings immediately based on the company’s circumstances or other listing concerns.
  • Failure to regain compliance within any permitted cure period can result in immediate suspension and delisting proceedings.
  • Companies subject to delisting for clawback-related noncompliance are not eligible to use certain standard NYSE review procedures and are instead subject to the Exchange’s delisting process.
  • A company cannot remain listed if it has not cured the deficiency within 12 months of receiving the Exchange’s deficiency notification.
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