FTC Non-Compete Clause Rulemaking

In January of 2023, the Federal Trade Commission (FTC) issued a proposed rule banning all non-compete agreements nationwide. A comment period for the public to respond was opened and over 26,000 comments were submitted. In response to the FTC’s proposed rule to ban non-compete agreements, CAPIGENT’s founder, Ms. Overstreet, submitted a formal comment letter influencing key amendments to the final ruling:

On April 23, 2024, the Federal Trade Commission (FTC) issued a rule banning nearly all non-compete agreements nationwide.

The rule was published in the Federal Register on May 7, 2024. In this ruling, only two changes were made from the proposed ruling:

Removal of an ownership % threshold in the M&A exception (proposed rule required an individual to have at least a 25% ownership interest in order to be subject to a non-compete agreement)
Allowed existing non-compete agreement for “Senior Executives” to remain in force. This carve out did not exist in the Proposed Rule.

When discussing the reasoning for making these changes from the Proposed Rule, the FTC’s Final Rule referred numerous times to a comment letter submitted by “an accountant with experience analyzing executive non-competes for business valuations”, i.e. Ms. Overstreet, as being (partially) responsible for the changes.