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SEC’s Pay Ratio Disclosure Rule for CEO and Median Employee Compensation

Data Gathering, Calculation Methodologies, Preparing for Heightened Stakeholder Scrutiny

Recording of a 90-minute premium CLE webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Tuesday, October 10, 2017

Recorded event now available

or call 1-800-926-7926

This CLE course will provide guidance to executive compensation, corporate counsel and SEC for preparing clients to comply with the SEC’s new Pay Ratio Disclosure Final Rule, for compensation paid in fiscal years beginning Jan. 1, 2017. Most public companies will need to include this disclosure in their 2018 proxy statements. The panel will discuss practical steps employers should take now to begin calculating compensation for their CEO and median-paid employee, including the use of statistical sampling and other reasonable calculation methodologies.


The SEC’s Pay Ratio Disclosure Final Rule under the Dodd-Frank Wall Street Reform and Consumer Protection Act mandates that public companies disclose the total pay of the CEO and median-paid employee and the ratio between the two. 

The SEC also published several Compliance & Disclosure Interpretations (CDIs) to provide guidance to companies on designing the methodologies used to calculate their pay ratio.

SEC, corporate and Executive compensation counsel must guide clients in complying with the new rule and understanding its implications, including the definition of “compensation,” statistical sampling and other reasonable measures to identify median employee pay, and calculating the pay ratio. 

Counsel must also educate a client company's board of directors on the new rule and potential fallout from the pay ratio disclosure and develop approaches for “unveiling” the disclosure to employees, regulators, unions and other stakeholders.

Listen as our authoritative panel discusses the new SEC Pay Ratio Disclosure Final Rule, its impact for executive compensation and corporate counsel and their clients, and best practices for complying with the rule, making the required disclosure, and responding to heightened scrutiny of pay practices.



  1. Overview of rule
    1. Affected companies
    2. Key requirements
  2. Calculating compensation for CEO and median employee (methodologies, assumptions, exceptions)
  3. Preparing for heightened scrutiny of compensation by employees, regulators, unions and other stakeholders


The panel will review these and other key issues:

  • What does the SEC’s Pay Ratio Disclosure Final Rule require?
  • What do companies need to disclose?
  • How is the median employee determined?
  • How should public companies go about determining total compensation for their median employee? What compensation adjustments are allowed?


Grunert, Matthew
Matthew B. Grunert

Andrews Kurth Kenyon

Mr. Grunert’s practice focuses on compensation and benefits matters, including advising clients with respect to...  |  Read More

Richman, Laura D.
Laura D. Richman

Mayer Brown

Ms. Richman’s wide-ranging corporate and securities practice has a strong focus on corporate governance issues...  |  Read More

Gartland, Elizabeth
Elizabeth A. Gartland

Fenwick & West

Ms. Gartland focuses her practice on compensation and employee benefits matters for public and private companies that...  |  Read More

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