This Practice Note provides an overview of the rules governing the executive compensation deduction limitation under section 162(m) of the Internal Revenue Code (IRC), legislation as amended by the 2017 tax reform legislation known as the Tax Cuts and Jobs Act (Pub. L. No. 115-97) (TCJA), the American Rescue Plan Act (Pub. L. No. 117-2) (ARPA), s 9708), and the One Big Beautiful Bill Act (Pub. L. No. 117–2) (OBBBA), § 70242). IRC, s 162(m) generally imposes a USD 1 million limit on the annual deduction that a public corporation (or certain other reporting entity) may take for compensation paid to so-called covered employees. It is important for practitioners to understand these rules, including the full scope of the TCJA amendments (which are effective for tax years beginning after 31 December 2017), and the expanded covered employee definition under the ARPA (effective for tax years beginning after December 31, 2026), to help their public and reporting company clients structure compensation packages for senior executives that