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Shedding Light on "Shadow Trading" and What Companies Should Do Now

The concept of insider trading under the federal securities laws has evolved over the years, at times in unexpected ways. Current insider trading standards have developed through case law and administrative actions applying...more

SEC Adopts Final Rules Regarding SPACs and De-SPAC Transactions to Impose Additional Disclosure and Reporting Requirements

On 24 January 2024, the US Securities and Exchange Commission (SEC), by a 3-to-2 vote, adopted the long-awaited final rules regarding special purpose acquisition companies (SPACs), shell companies, and projections. The final...more

DOJ, FBI, and SEC Provide Guidance For Delay Requests Relating to Disclosure of Cybersecurity Incidents Under Form 8-K

On 18 December 2023, the new rules of the US Securities and Exchange Commission (SEC) regarding disclosure of material cybersecurity incidents under Item 1.05 of Form 8-K went into effect, requiring companies to report a...more

SEC Adopts Amendments Modernizing Beneficial Ownership Reporting

On 10 October 2023, the US Securities and Exchange Commission (SEC) announced it had adopted rule amendments to require market participants to provide more timely information on their positions in a covered class of equity...more

SEC Evaluates Changes to its Investor Counting Rules Potentially Forcing Large Private Companies into the Public Reporting Regime

BACKGROUND - In 2012, the Jumpstart Our Business Startups Act (the JOBS Act) became law. Among other things, the JOBS Act sought to democratize access to the private markets, including raising the total assets threshold under...more

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