Join us for the next edition of FinTech University as we focus on the remediation of defective token offerings. This webinar will examine how defective tokens are detected, what makes a token defective, and how FinTech users...more
Yes – a Thanksgiving tradition continued last week when President Biden pardoned turkeys Liberty and Bell from what would otherwise have been an unpleasant Thanksgiving experience....more
A “Rule 10b5-1 plan” is intended to satisfy the affirmative defense provided in Rule 10b5-1(c), the rule that provides an affirmative defense to an allegation of having traded on the basis of material nonpublic information...more
You probably have heard or read about the SEC’s adoption, on Dec. 14, 2022, of amendments to Rule 10b5-1. That rule provides an affirmative defense to insider trading liability under Section 10(b) of the Exchange Act and Rule...more
We issued a step-by-step guide entitled An Analysis of the SEC’s Pay Versus Performance Rules on December 14, 2022. We prepared that guide to assist our clients as they prepare to implement the SEC’s new “Pay Versus...more
We have prepared this guide to assist our clients as they prepare to implement the SEC’s new “Pay Versus Performance” (“PVP”) Rules. On Aug. 25, 2022, after a twelve-year delay, the SEC adopted rules implementing Section...more
A mere 12 years after they were mandated by Dodd-Frank, the SEC adopted so-called “pay versus performance” rules on August 25, 2022. The rules require companies to provide a new table in their proxy or information statements,...more
The Securities and Exchange Commission (“SEC”) released Staff Accounting Bulletin No. 121 (“SAB 121”) on March 31, 2022. SAB 121 provides SEC staff’s views regarding accounting treatment of obligations incident to a reporting...more
Quick Hitters -
On December 15, 2021, the SEC (i) proposed amendments to address “potentially abusive practices” by corporate insiders related to 10b5-1 trading arrangements, grants of options and other similar equity...more
Summary - The SEC recently approved an amendment to Section 312.07 of the NYSE Listed Company Manual which eliminates the requirement that listed companies include abstentions as “votes cast” in matters on which the NYSE...more
Earlier this month, the SEC proposed an order that would exempt “Finders” — individuals who connect private issuers with accredited investors — from federal broker registration requirements, provided that certain conditions...more
Overview - The SEC yesterday adopted amendments to modernize Exchange Act Rule 14a-8 — shareholder proposal rule, which governs the process for shareholders to make proposals that will be included in a company’s proxy...more
On August 26th, the Securities and Exchange Commission (SEC) adopted amendments to Item 101 (Description of Business), Item 103 (Legal Proceedings), and Item 105 (Risk Factors) of Regulation S-K as part of its overall...more
The Securities and Exchange Commission (SEC) adopted amendments on Wednesday to portions of Regulation S-K and to the definitions of “accredited investor” and “qualified institutional buyer." ...more
Amendments Codify Prior Guidance that Proxy Voting Advice Is a “Solicitation,” Add Conditions to Exemptions Relied on by Proxy Advisory Firms - Continuing its focus on the proxy process and possible improvements to the...more
Companies that are accelerated filers have a number of things to consider this month. In-line XBRL Is Now Required - First — don’t forget that the in-line XBRL tagging requirements (including for cover pages) have now...more
Overview - When a public company acquires a business or real estate operations, it may or may not have to provide historical financial information about the target in its SEC filings depending on how significant the target is...more
The Securities and Exchange Commission has been actively providing guidance and relief to issuers and other market participants amid the COVID-19 pandemic and has stated it may extend the relief granted if warranted by...more
During the past several weeks, the spread of the new coronavirus, or COVID-19, has had an almost unprecedented effect throughout the U.S. economy. The World Health Organization has officially declared it a pandemic. ...more
Continuing its modernization and simplification of Regulation S-K as mandated by the JOBS and FAST Acts, the SEC, on January 30, 2020, proposed amendments to certain financial disclosure requirements of Regulation S-K,...more
On December 18, 2019, the SEC proposed amendments to the definitions of both “accredited investor” (under Regulation D) and “qualified institutional buyer” (“QIB”) (Rule 144A) under the Securities Act of 1933....more
The SEC announced today that it has adopted new Rule 163B, which will extend the “test-the-waters” accommodation, previously available only to emerging growth companies (“EGCs”), to all issuers. ...more
On August 20, 2019, the SEC provided interpretive guidance in the form of nine new Compliance and Disclosure Interpretations (“C&DIs”) on the new inline XBRL and related exhibit requirements....more
8/24/2019
/ C&DIs ,
Compliance ,
Disclosure Requirements ,
EDGAR ,
Foreign Private Issuers ,
Form 8-K ,
Interpretive Opinions ,
New Guidance ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
XBRL Filing Requirements
On August 8, 2019, the Securities Exchange Commission (SEC) proposed amendments to Regulation S-K that would modernize the disclosures required by S-K Item 101 (description of business), S-K Item 103 (legal proceedings) and...more
On July 15, 2019, the SEC staff and the North American Securities Administrators Association (NASAA, a 50-state association of securities administrators) released a joint statement regarding the federal opportunity zone...more