Director and Officer Questionnaires for 2025-2026 Posted
November 20, 2025
We have posted updated director and officer questionnaires for 2025 year-end reporting and 2026 proxy and information statements below under “Nasdaq Companies” and “NYSE Companies.” We have also posted updated versions of the Executive Compensation Worksheets and Pay Versus Performance Worksheets and the public company calendars below. Subscribe to updates to be notified when we post the updated Form 10-K and Definitive Proxy Statement form checks for 2025-2026.
The principal changes in the 2025-2026 director and officer questionnaires include the following:
- The Nasdaq and NYSE director and officer questionnaires have been reorganized and now include all of the previously separate questionnaires that addressed single topics. We believe that consolidating the individual questionnaires into a single master questionnaire for each of these two stock exchanges will make them easier for companies to prepare for use by directors and executive officers.
- The introductory and explanatory text at the beginning of the Nasdaq and NYSE questionnaires has been streamlined, and the introductory and explanatory text that prefaced each of the previously separate single-topic questionnaires has been eliminated.
- The optional director diversity question has been moved from the section that covers matters related to stock exchange listing standards to the general section, reflecting the final disposition of the litigation that challenged the Nasdaq’s director diversity matrix and related rules after the 2024-2025 director and officer questionnaires had been published. Changes have been made to more closely conform the demographic self-identification categories to the federal EEO-1 form.
- Although there have been no changes to Securities and Exchange Commission rules, regulations and forms or Nasdaq and NYSE listing standards through early October 2025 that required new disclosure in Form 10-K reports or proxy and information statements, non-substantive changes have been made throughout to improve clarity and, where possible, to simplify the user’s experience.
- The use of Word’s text formatting functions has been reduced, which we hope will simplify the process of revising these questionnaires to reflect the needs and preferences of individual companies.
The Executive Compensation Worksheets and Pay Versus Performance Worksheets and calendars have also been updated for 2025-2026. There have been no significant regulatory changes during 2025 that required substantive updates to these documents.
Form 10-Q Form Check Available
October 3, 2025
We have posted the Goodwin form check for third quarter Form 10-Q reports under "2024-2025 Form Checks" below. The Form 10-Q form checks for the first and second quarters are also available in this section.
Proxy Statement Form Check and Updated Form 10-K Form Check Available
February 20, 2025
Please note that the form checks below are for historical reference only and should not be used for Form 10-K reports for the fiscal year ending December 31, 2025 or proxy and information statements for 2026. We will post the 2025-2026 updates in the coming weeks. Subscribe to updates to receive notification of changes.
We have posted the Goodwin form check for 2025 proxy statements under "2024-2025 Form Checks" below. We have also posted a revised version of the Form 10-K form check that has been updated to reflect some of the changes in the 2025 proxy statement form check.
Goodwin’s Year-End Tool Kit for 2025-2026
Click below to access questionnaires, forms, checklists, calendars, and other resources.
The questionnaires below have been prepared to assist Nasdaq-listed and NYSE-listed companies with 2025 year-end reporting and 2026 annual meetings. As discussed above, for 2025-2026 the director and officer questionnaires have been reorganized into single master forms for Nasdaq-listed and NYSE-listed companies.
Form 10-Q (Fiscal Quarter Ended September 30, 2025) (Acrobat)
Form 10-Q (Fiscal Quarter Ended September 30, 2025) (Word)
Form 10-Q (Fiscal Quarter Ended June 30, 2025) (Acrobat)
Form 10-Q (Fiscal Quarter Ended June 30, 2025) (Word)
Form 10-Q (Fiscal Quarter Ended March 31, 2025) (Acrobat)
Form 10-Q (Fiscal Quarter Ended March 31, 2025) (Word)
Form 10-K (Fiscal Year Ended December 31, 2024) (Acrobat)
Form 10-K (Fiscal Year Ended December 31, 2024) (Word)
Definitive Proxy Statement (2025 Annual Meetings) (Acrobat)
Definitive Proxy Statement (2025 Annual Meetings) (Word)
The "Public Company Annual Timetable" is a detailed compliance calendar that includes many corporate governance, SEC reporting and compliance action items.
The "SEC Filing Deadlines and Holiday Calendar" is a concise guide to key SEC and stock exchange dates for public companies.
Public Company Annual Timetable – 2026 (Acrobat)
Public Company Annual Timetable – 2026 (Word)
SEC Filing Deadlines and Holiday Calendar – 2026 (Acrobat)
SEC Filing Deadlines and Holiday Calendar – 2026 (Word)
These worksheets are intended to assist companies with preparation and review of executive compensation disclosures required in proxy statements. There are two versions: one for smaller reporting companies and emerging growth companies, and another for all other companies. Pay versus performance disclosure is covered separately from the worksheets that cover other executive compensation disclosures.
Executive Compensation Worksheet (Acrobat)
Executive Compensation Worksheet (Word)
Executive Compensation Worksheet for Smaller Reporting Companies and Emerging Growth Companies (Acrobat)
Executive Compensation Worksheet for Smaller Reporting Companies and Emerging Growth Companies (Word)
Pay Versus Performance Worksheet (Acrobat)
Pay Versus Performance Worksheet (Word)
Pay Versus Performance Worksheet for use only by Smaller Reporting Companies (Acrobat)
Pay Versus Performance Worksheet for use only by Smaller Reporting Companies (Word)
In partnership with Nasdaq Governance Solutions, the directors’ and officers’ (D&O) questionnaires in Goodwin’s Year-End Tool Kits are also offered on the Nasdaq Questionnaire platform. Nasdaq’s Questionnaire platform is purpose built to save your executives and board of directors time in completing these questionnaires, and to save administrative time preparing and administering the annual process. In addition, Nasdaq’s leading reporting functionality helps minimize the risk of costly errors and omissions.
What Is Nasdaq Questionnaires?
Nasdaq's advanced questionnaire software helps companies meet their global compliance and governance requirements by streamlining the process of collecting and reporting necessary information from disparate parties. The platform enables the efficient management of all types of compliance-related questionnaires, including those for directors and officers, conflicts of interest, related parties, and fitness of purpose. It provides a customizable, security-forward, and easy-to-navigate experience that is accessible from any connected device. The platform is equipped with intuitive management tools, sophisticated reporting capabilities, and automated processes that significantly reduce time and costs, and reduce the risks associated with missed disclosure obligations.
Learn more about Nasdaq Questionnaires
About Nasdaq Governance Solutions
Your single, trusted partner to meet the evolving needs of boards. Nasdaq Governance Solutions provides a suite of board technologies and advisory services that empower boards and leadership teams worldwide.
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