[Congressional Record Volume 171, Number 112 (Saturday, June 28, 2025)]
[Senate]
[Page S4027]
From the Congressional Record Online through the Government Publishing Office [www.gpo.gov]

  SA 2627. Mr. REED submitted an amendment intended to be proposed by 
him to the bill H.R. 1, to provide for reconciliation pursuant to title 
II of H. Con. Res. 14; which was ordered to lie on the table; as 
follows:

       At the appropriate place, insert the following:

     SEC. _____. EXPANSION OF DENIAL OF DEDUCTION FOR CERTAIN 
                   EXCESSIVE EMPLOYEE REMUNERATION.

       (a) In General.--
       (1) Expansion.--Section 162(m) is amended--
       (A) by striking ``applicable employee remuneration'' each 
     place it appears in paragraphs (1), (4), and (5)(E) and 
     inserting ``applicable remuneration'',
       (B) by striking ``covered employee'' each place it appears 
     and inserting ``covered individual'', and
       (C) by striking ``employee'' each place it appears in 
     paragraph (1) and subparagraphs (A), (C)(ii), and (E) of 
     paragraph (4) and inserting ``individual''.
       (2) Covered individual.--Paragraph (3) of section 162(m) is 
     amended to read as follows:
       ``(3) Covered individual.--For purposes of this subsection, 
     the term `covered individual' means--
       ``(A) any individual who performs services (directly or 
     indirectly) for the taxpayer (or any predecessor) for any 
     taxable year beginning after December 31, 2024, or
       ``(B) any employee--
       ``(i) who was the principal executive officer or principal 
     financial officer of the taxpayer (or any predecessor) at any 
     time during any preceding taxable year beginning after 
     December 31, 2016, and before January 1, 2025, or who was an 
     individual acting in such a capacity, or
       ``(ii) the total compensation of whom for any taxable year 
     described in clause (i) was required to be reported to 
     shareholders under the Securities Exchange Act of 1934 by 
     reason of such individual being among the 3 highest 
     compensated officers for the taxable year (other than any 
     individual described in clause (i)).
     Such term shall include any employee who would be described 
     in subparagraph (B)(ii) if the reporting described in such 
     subparagraph were required as so described.''.
       (3) Conforming amendments.--
       (A) The heading for section 162(m) is amended by striking 
     ``Employee''.
       (B) The heading for section 162(m)(4) is amended by 
     striking ``employee''.
       (b) Modification of Definition of Publicly Held 
     Corporation.--Section 162(m)(2) is amended--
       (1) by inserting ``, with respect to any taxable year,'' 
     after ``means'', and
       (2) by striking subparagraph (B) and inserting the 
     following:
       ``(B) that was required to file reports under section 15(d) 
     of such Act (15 U.S.C. 78o(d)) at any time during the 3-
     taxable year period ending with such taxable year.''.
       (c) Regulatory Authority.--
       (1) In general.--Section 162(m) is amended by adding at the 
     end the following new paragraph:
       ``(7) Regulations.--The Secretary may prescribe such 
     guidance, rules, or regulations as are necessary to carry out 
     the purposes of this subsection, including regulations--
       ``(A) with respect to reporting, and
       ``(B) to prevent avoidance of the purposes of this section 
     by providing compensation through a pass-through or other 
     entity.''.
       (2) Conforming amendment.--Paragraph (6) of section 162(m) 
     is amended by striking subparagraph (H).
       (d) Effective Date.--The amendments made by this section 
     shall apply to taxable years beginning after December 31, 
     2024.
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