II 118th CONGRESS 1st Session S. 2751 IN THE SENATE OF THE UNITED STATES September 11, 2023 Mr. Warner (for himself and Mr. Brown ) introduced the following bill; which was read twice and referred to the Committee on Banking, Housing, and Urban Affairs A BILL To amend the Securities Exchange Act of 1934 to require issuers to disclose to the Securities and Exchange Commission information regarding workforce management policies, practices, and performance, and for other purposes.

1. Short title This Act may be cited as the Workforce Investment Disclosure Act of 2023 . 2. Disclosures relating to workforce management Section 13 of the Securities Exchange Act of 1934 ( 15 U.S.C. 78m ) is amended by adding at the end the following: (t) Disclosures relating to workforce management (1) Definition In this subsection, the term contingent worker includes an individual performing work on a temporary basis or as an independent contractor. (2) Regulations Not later than 2 years after the date of enactment of this subsection, the Commission, in consultation with the Secretary of Labor, the Secretary of Commerce, the Secretary of the Treasury, and the Attorney General, shall promulgate regulations that require each issuer required to file an annual report under subsection (a) or section 15(d) to disclose in that report information regarding workforce management policies, practices, and performance with respect to the issuer. (3) Rules Consistent with the requirement under paragraph (4), each annual report filed with the Commission in accordance with the regulations promulgated under paragraph (2) shall include disclosure of the following with respect to the issuer filing the report for the year covered by the report: (A) Workforce demographic information, including— (i) the number of full-time employees, the number of part-time employees, and the number of contingent workers (including temporary and contract workers) with respect to the issuer, which shall include demographic information with respect to those categories of individuals, including information regarding race, ethnicity, and gender; (ii) any policies or practices of the issuer relating to subcontracting, outsourcing, and insourcing individuals to perform work for the issuer, which shall include demographic information with respect to those individuals, including information regarding race, ethnicity, and gender; and (iii) whether the percentage of contingent workers with respect to the issuer has changed, including temporary and contract workers, as compared with the previous annual report filed by the issuer under this subsection. (B) Workforce stability information, including information about the voluntary turnover or retention rate, the involuntary turnover rate, the internal hiring rate, and the internal promotion rate, and the horizontal job change rate by quintile and demographic information. (C) Workforce composition, including— (i) data on diversity (including racial, ethnic, and gender composition) for senior executives and other individuals in the workforce; and (ii) any policies, audits, and programming expenditures relating to diversity. (D) Workforce skills and capabilities, including— (i) information about training and cross-training of employees and contingent workers by quintile and demographic information, distinguishing between compliance training, career development training, job performance or technical training, and training tied to recognized postsecondary credentials; (ii) average number of hours of training for each employee and contingent worker; (iii) total spending on training for all employees and contingent workers; (iv) average spending per employee or contingent worker; (v) training utilization rates; and (vi) whether completion of training opportunities translates into value added benefit for workers, as determined by wage increases or internal promotions. (E) Workforce health, safety, and well-being, including information regarding— (i) the frequency, severity, and lost time due to injuries, physical and mental illness, and fatalities; (ii) the scope, frequency, and total expenditure on workplace health, safety, and well-being programs; (iii) the total dollar value of assessed fines under the Occupational Safety and Health Act of 1970 ( 29 U.S.C. 651 et seq. ); (iv) the total number of actions brought under section 13 of the Occupational Safety and Health Act of 1970 ( 29 U.S.C. 662 ) to prevent imminent dangers; (v) the total number of actions brought against the issuer under section 11(c) of the Occupational Safety and Health Act of 1970 ( 29 U.S.C. 660(c) ); (vi) any findings of workplace harassment or workplace discrimination during the 5 fiscal year period of the issuer preceding the fiscal year in which the report is filed; and (vii) communication channels and grievance mechanisms in place for employees and contingent workers. (F) Workforce compensation and incentives, including information regarding— (i) total workforce costs, including salaries and wages, health benefits, other ancillary benefit costs, and pension costs; (ii) workforce benefits, including paid leave, health care, child care, and retirement, including information regarding benefits that are provided— (I) to full-time employees and not to part-time employees; or (II) to employees and not to contingent workers; (iii) total contributions made to unemployment insurance by the issuer, how many employees to whom those contributions apply, and the total amount paid in unemployment compensation to individuals who were laid off by the issuer; (iv) policies and practices regarding how performance, productivity, equity, and sustainability are considered when setting pay and making promotion decisions; and (v) policies and practices relating to any incentives and bonuses provided to employees and any policies or practices designed to counter any risks created by such incentives and bonuses. (G) Workforce recruiting and needs, including— (i) the number of new jobs created, seeking to be filled, and filled, disaggregated based on classification status; (ii) the share of new jobs that require a bachelor’s degree or higher; (iii) information regarding the quality of hire for jobs described in clause (i); and (iv) the retention rate for individuals hired to fill the jobs described in clause (i). (H) Workforce engagement and productivity, including information regarding policies and practices of the issuer relating to— (i) engagement, productivity, and mental well-being of employees and contingent workers, as determined in consultation with the Department of Labor; and (ii) freedom of association and work-life balance initiatives, including flexibility and the ability of the workforce to work remotely, as determined in consultation with the Department of Labor. (4) Disaggregation of information To the maximum extent feasible, the information described in paragraph (3) shall be disaggregated by— (A) the workforce composition described in subparagraph (C) of that paragraph; (B) wage quintiles of the employees of the issuer for the year covered by the applicable annual report; and (C) the employment status of individuals performing services for the issuer, including whether those individuals are full-time employees, part-time employees, or contingent workers. (5) Treatment of emerging growth companies The Commission may exempt emerging growth companies from any disclosure required under subparagraph (D), (E), (F), (G), or (H) of paragraph (3) if the Commission determines that such an exemption is necessary or appropriate in the public interest. (6) False or misleading statements (A) In general Except as provided in subparagraph (B), it shall be unlawful for any person, in any report or document filed under this subsection, to make or cause to be made any untrue statement of a material fact or omit to state a material fact required to be stated in the report or document or necessary to make the statement made, in the light of the circumstances under which it is made, not misleading. (B) Exception A person shall not be liable under subparagraph (A) if the person shows that the person had, after reasonable investigation, reasonable ground to believe, and did believe, at the time the applicable statement was made, that the statement was true and that there was no omission to state a material fact necessary to make the statement made, in the light of the circumstances under which it is made, not misleading. (C) No private right of action Nothing in this paragraph may be construed as creating a private right of action. (7) Exemption This subsection shall not apply to an investment company registered under section 8 of the Investment Company Act of 1940 ( 15 U.S.C. 80a–8 ). . 3. Backstop (a) Definitions In this section— (1) the term Commission means the Securities and Exchange Commission; (2) the term covered issuer means an issuer that is required to file an annual report under section 13(a) or section 15(d) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78m(a) , 78o(d)); and (3) the term issuer has the meaning given the term in section 3(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(a) ). (b) Compliance If, as of the date that is 2 years after the date of enactment of this Act, the Commission has not promulgated the regulations required under subsection (t) of section 13 of the Securities Exchange Act of 1934 ( 15 U.S.C. 78m ), as added by section 2 of this Act, a covered issuer, during the period beginning on that date and ending on the date on which the Commission promulgates those regulations, shall be deemed to be in compliance with such subsection (t) if disclosures set forth in the annual report of the covered issuer satisfy the public disclosure standards of the International Organization for Standardization’s ISO 30414, or any successor standards for external workforce reporting, as supplemented or adjusted by rules, guidance, or other comments from the Commission. 4. SEC study (a) Definitions In this section, the terms Commission and issuer have the meanings given those terms in section 3(a). (b) Study The Commission shall conduct a study about the value to investors of— (1) information about the human rights commitments of issuers required to file annual reports under section 13(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78m(a) ), including information about any principles used to evaluate risk, constituency consultation processes, and supplier due diligence; and (2) with respect to issuers required to file annual reports under section 13(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78m(a) ), information about— (A) violations of the Fair Labor Standards Act of 1938 ( 29 U.S.C. 201 et seq. ) by those issuers; (B) violations of worker misclassification by those issuers; (C) surveys regarding employee satisfaction, well-being, and engagement; (D) the number and overall percentage of quality jobs, as determined by compensation above median wage and comprehensive employer-provided benefits; and (E) information about workforce investment trends, as determined by at least a 3-year time period. (c) Report Not later than 1 year after the date of enactment of this Act, the Commission shall submit to Congress a report that contains the results of the study required to be conducted under subsection (b), with recommendations for additional disclosure regulations based on the findings, and any actions the Commission plans to take to enhance disclosures based on the findings.