On September 27, 2024, the U.S. Securities and Exchange Commission (SEC) adopted amendments to Rules 10 and 11 of Regulation S-T, Form ID, and the EDGAR Filer Manual, concerning access to and management of accounts on EDGAR...more
Under the new administration, several shifts in E&S have impacted public companies across a number of different practice areas. In light of these developments, companies are taking a wide array of approaches to disclosure,...more
3/10/2025
/ Antitrust Litigation ,
BlackRock ,
Climate Change ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
Environmental Social & Governance (ESG) ,
Executive Orders ,
Federal Contractors ,
Investors ,
Policies and Procedures ,
Proxy Advisors ,
Proxy Season ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Regulatory Requirements ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
State Street ,
Sustainability ,
Trump Administration ,
Vanguard ,
Webinars
2025 is off to a fast start with several changes in the legal landscape of the environmental and social (E&S) categories of ESG (Environmental, Social, and Governance). This alert highlights key E&S developments thus far in...more
3/3/2025
/ California ,
Climate Change ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
Environmental Policies ,
Environmental Social & Governance (ESG) ,
EU ,
Executive Orders ,
Federal Contractors ,
Reporting Requirements ,
Securities and Exchange Commission (SEC)
With the 2025 proxy season upon us, this Alert highlights governance, disclosure, and engagement considerations for companies preparing for their 2025 annual meetings. Many of the governance and disclosure matters discussed...more
On February 12, 2025, the U.S. Securities and Exchange Commission (the Commission) Division of Corporation Finance staff (the staff) issued Staff Legal Bulletin No. 14M (SLB 14M) to provide informal guidance on shareholder...more
On November 14, 2024, Glass Lewis published its 2025 U.S. Benchmark Policy Guidelines (U.S. Guidelines), and its 2025 Shareholder Proposals & ESG-Related Benchmark Policy Guidelines (ESG Guidelines), both effective for...more
If U.S. congressional leaders are unable to pass legislation for continued government funding, it is expected that much of the federal government, including the U.S. Securities and Exchange Commission (SEC), would shut down...more
On December 11, 2024, the U.S. Court of Appeals for the Fifth Circuit vacated the U.S. Securities and Exchange Commission’s (SEC’s) order approving The Nasdaq Stock Market LLC’s (Nasdaq’s) board diversity listing standards....more
With the year-end reporting season on the horizon, this Alert highlights new disclosures and other considerations for annual reports on Form 10-K to be filed in 2025. It also discusses potential updates to D&O questionnaires...more
Wilson Sonsini’s 2024 Silicon Valley 150 Corporate Governance Report reviews the corporate governance practices and disclosures of the Valley's largest public companies between October 1, 2023, and September 30, 2024. The...more
Following an order by the U.S. Securities and Exchange Commission (SEC) implementing a stay of its final climate disclosure rules pending review of legal challenges to such rules in the U.S. Court of Appeals for the Eighth...more
4/19/2024
/ California ,
Climate Change ,
Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
EU ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Sustainability ,
Transparency Directive
On April 4, 2024, the U.S. Securities and Exchange Commission (SEC) issued an order (the Order) implementing a stay of its final climate-related disclosure rules1 adopted on March 6, 2024 (the Final Rules)....more
Please join us for a practical session on the requirements of the U.S. Securities and Exchange Commission’s (SEC) final climate-related disclosure rules and considerations for companies navigating these disclosures.
On...more
On March 6, 2024, the U.S. Securities and Exchange Commission (SEC) adopted final enhanced and standardized climate-related disclosure rules (the Final Rules). As noted in our client alert addressing the Final Rules, there...more
As we enter the 2024 proxy season, public companies should consider a number of key disclosure and governance matters. Below is a high-level summary of applicable rule changes, guidance, and disclosure considerations for the...more
It has never been more important for public companies to engage—and engage regularly—with their shareholders. Sustained engagement helps companies communicate their strategy, understand shareholder perspectives, and even...more
This year, our annual client alert with reminders for preparing the annual report on Form 10-K includes a short summary of new disclosure requirements effective this year and next year, followed by a more detailed discussion...more
As discussed in a previous alert, on July 26, 2023, the U.S. Securities and Exchange Commission (SEC) approved final rules requiring that public companies report information regarding cybersecurity incidents within four...more
If U.S. congressional leaders are unable to resolve the current federal budget standoff, it is expected that much of the federal government, including the U.S. Securities and Exchange Commission (SEC), would shut down soon...more
No Next-Business-Day Reporting Requirement -
On May 3, 2023, the Securities and Exchange Commission (SEC) approved final rules governing disclosure of repurchases of issuers' equity securities that are registered under the...more
On March 14, 2023, the Securities and Exchange Commission (SEC) instituted cease-and-desist proceedings against DXC Technology Company (DXC) for alleged violations of Regulation G and other federal securities laws in its...more
As we enter the 2023 proxy season, there are a number of new regulatory requirements, both technical and substantive, that have been implemented, and many more on the horizon. For example, many companies will need to comply...more
2/10/2023
/ Board of Directors ,
Corporate Governance ,
Environmental Social & Governance (ESG) ,
Glass Lewis ,
Institutional Shareholder Services (ISS) ,
Proxy Advisory Firms ,
Proxy Season ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Shareholders
On December 14, 2022, the U.S. Securities and Exchange Commission (SEC) approved final rules amending Rule 10b5-1 under the Securities Exchange Act of 1934 (Exchange Act) to impose additional conditions to the availability of...more
On December 13, 2022, the staff (Staff) of the U.S. Securities and Exchange Commission (SEC) issued updates and additional explanations to its Non-GAAP Financial Measures Compliance and Disclosure Interpretations (the...more
The staff of the Division of Corporation Finance at the U.S. Securities and Exchange Commission (SEC) recently provided guidance for public companies regarding disclosures pertaining to recent developments in crypto asset...more