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About This Webinar
Believe it or not, it's already time to start preparing for the 2025 proxy and annual report season. Join experts from Mayer Brown and Georgeson as they discuss key issues companies should consider while preparing for the upcoming 2025 proxy and annual report season, like shareholder proposals, risk factors, environmental and social matters, pay versus performance, cybersecurity and insider trading disclosures, and more.

CLE programs are for 60 minutes of instruction. LexisNexis seeks credit based on the content, but type of credit allowed is determined by the state governing MCLE Board. Please note that approval of a course is at the discretion of each state bar.

NOTE: If you are licensed in New York, this content is appropriate for both newly admitted and experienced New York attorneys. Although this content is appropriate for all New York attorneys, newly admitted attorneys cannot earn skills CLE credit for the completion of the course when presented via webinar or webcast.

(NY has issued a temporary ruling that newly admitted attorneys can receive Skills credit via webinar or webcast through June 30th, 2025 due to COVID-19.)
Agenda
  • Recent proxy statement and annual report developments
  • Pay versus performance, cybersecurity, and insider trading policy disclosures
  • Proxy voting matters and trends in shareholder proposals
  • Environmental and social matters, and more
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Jennifer Zepralka
Partner, Mayer Brown LLP
Jennifer Zepralka offers clients years of experience advising public companies on their obligations under the federal securities laws and on related corporate governance requirements. She also works with growth companies as they seek to raise capital under the federal securities laws and become public companies. Jennifer is the former Chief of the Office of Small Business Policy in the US Securities and Exchange Commission’s Division of Corporation Finance and has also held other roles within the Division over her years with the Commission.

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Amanda Buthe
Director, ESG Advisory, Gerogeson
Amanda has 10 years of experience building ESG strategies, conducting risk assessments, developing sustainable supply chain programs and leading stakeholder engagement. Her career has been focused on helping companies to address issues involving human rights, the environment, and building responsible supply chains.

Amanda has been an ESG consultant for Fortune 500 clients in industries including FMCG, Apparel, Entertainment, Logistics and Utilities. She has also worked as a strategy consultant for a public policy firm focused on sustainability and economic development projects for the government of New Zealand, and has private sector supply chain experience in the food and beverage industry.
Amanda holds an MBA and a MSc in Economic Development from the University of Oxford and a BSc in Economics from Santa Clara University.
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David A. Schuette
Partner, Mayer Brown LLP
David Schuette represents issuers in various types of debt offerings, including mortgage bonds, convertible debt, investment grade and high-yield debt, as well as equipment trust pass-through certificates, and underwriters, issuers, and selling stockholders in various types of equity offerings, including common stock, ADRs and limited partnership units. He also represents issuers and investment banks in connection with liability management transactions, including exchange offers, tender offers and consent solicitations. In addition to his transactional work, he regularly advises public companies in a variety of industries on SEC compliance matters and corporate governance issues.
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Jason W. Parsont
Partner, Mayer Brown LLP
Jason W. Parsont maintains a broad capital markets practice, advising on registered and exempt offerings of securities across industries, including real estate/REITs, mortgage and specialty finance, financial services, energy, consumer goods and aviation. He advises issuers, underwriters, investors and other parties in capital-raising and liability management transactions, including initial public offerings, at-the-market offering programs, follow-on common and preferred stock offerings, convertible and exchangeable notes offerings, investment-grade and high-yield debt offerings, debt tender and exchange offers and investments in private equity and debt. He also assists domestic and foreign private issuers with ongoing securities law compliance requirements, SEC public reporting obligations, listing standards of the major US stock exchanges and other governance matters.
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Ryan J. Liebl
Partner, Mayer Brown LLP
Ryan Liebl advises public and private companies and individual executives on executive compensation matters, including designing, drafting and administering nonqualified deferred compensation plans, excess benefit plans, equity compensation plans and agreements, cash-based incentive compensation plans and agreements, severance plans and individual employment and separation agreements. Clients also turn to him for counsel on employee benefits and executive compensation issues in corporate transactions.

Before attending law school, Ryan served as Captain in the United States Army with assignments in Kaiserslautern, Germany and Fort Riley, Kansas.
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