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Form 8-K Publicly-Traded Companies C&DIs

Cooley LLP

Public Companies Update – June One-Minute Reads

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Corp Fin issues statement, new C&DIs on disclosure of cybersecurity incidents - On May 21, 2024, Erik Gerding, director of the Securities and Exchange Commission (SEC) Division of Corporation Finance (Corp Fin), issued a...more

Mayer Brown Free Writings + Perspectives

SEC Announces New Cybersecurity Interpretations

The SEC’s Division of Corporation Finance yesterday published five new Compliance and Disclosure Interpretations, or “C&DIs,” all concerning Item 1.05 of Exchange Act Form 8-K, Disclosure of Cybersecurity Incidents....more

Venable LLP

Navigating SEC Cybersecurity Disclosure Guidance for Public Companies

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This week the SEC’s Division of Corporation Finance released compliance and disclosure interpretations (C&DIs) pertaining to the latest cybersecurity disclosure requirements. The C&DIs provide guidance on when public...more

Latham & Watkins LLP

SEC Clawback Rules: Practical Considerations and FAQs

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The FAQs offer practical advice for listed companies implementing compliant policies. Key Points: ..By December 1, 2023, all companies listed on the NYSE or Nasdaq must adopt clawback policies that comply with listing...more

Goodwin

SEC Publishes New Non-GAAP Financial Measures Guidance as 2022 Year-End Reporting Season Approaches

Goodwin on

On December 13, 2022, the staff of the Division of Corporation Finance (the “staff”) of the Securities and Exchange Commission (the “SEC”) published seven new or revised Compliance and Disclosure Interpretations (“C&DIs”)...more

Mayer Brown Free Writings + Perspectives

C&DI Updates on Non-GAAP Financial Measures

On December 13, 2022, the staff of the Division of Corporation Finance (“staff”) of the Securities and Exchange Commission (“Commission”) has updated the following Compliance & Disclosure Interpretations (“C&DI”) on Non-GAAP...more

Nelson Mullins Riley & Scarborough LLP

New Form 8-K C&DIs – File Your Material Agreements

The SEC has updated its Form 8-K compliance & disclosure interpretations (C&DIs) with two new Q&As focused on Item 1.01, Entry into a Material Definitive Agreement. New Q&A 102.04 outlines what are generally viewed as...more

Akin Gump Strauss Hauer & Feld LLP

SEC Issues COVID-19 Guidance that Clarifies Filing Relief Related to Form 10-K Part III Information and Addresses Relief for Form...

On April 6, 2020, the Securities and Exchange Commission (SEC) issued two Compliance and Disclosure Interpretations (C&DIs) that clarify and address regulatory relief (COVID-19 Order) for certain Exchange Act filings. C&DI...more

Bass, Berry & Sims PLC

Navigating the Maze: Which SEC Rules Apply to Your Non-GAAP Financial Measure Disclosures

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The recent SEC enforcement action against ADT Inc. for its failure to comply with the SEC’s equal prominence requirements applicable to non-GAAP financial measures, as outlined in our recent blog post, is a clear reminder...more

Locke Lord LLP

Inline XBRL: Corp Fin Issues 9 New Interpretations

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The SEC’s Inline XBRL requirements now apply to large accelerated filers. As registrants have started using Inline XBRL for their filings, a number of questions have come up. On August 20, 2019, the staff of the SEC’s...more

Nelson Mullins Riley & Scarborough LLP

SEC Provides Interpretive Guidance on Inline XBRL

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

Parker Poe Adams & Bernstein LLP

SEC Guidance regarding the Tax Cuts and Jobs Act

You may have heard that the Republican tax overhaul (originally known as the Tax Cuts and Jobs Act of 2017) was signed into law on December 22, 2017. That same day, the SEC staff provided helpful disclosure guidance in the...more

Dorsey & Whitney LLP

SEC Staff provides Guidance for Public Companies on Tax Cuts and Jobs Act

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On December 22, 2017, the Securities and Exchange Commission announced publication of staff guidance for issuers, auditors, and others to ensure timely public disclosures of the accounting impacts of the Tax Cuts and Jobs Act...more

WilmerHale

SEC Staff Guidance for Addressing Impacts of Tax Cuts and Jobs Act

WilmerHale on

On December 22, 2017, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 118 (SAB 118) to assist companies comply with applicable accounting rules regarding the impact of the 2017 Tax Cuts and Jobs...more

Allen Matkins

The Form 8-Ks That The SEC May Have Overlooked

Allen Matkins on

As reported by Cydney Posner, Broc Romanek and undoubtedly many others, Corporation Finance staff issued a new Compliance and Disclosure Interpretation addressing whether a re-measurement of a deferred tax asset to...more

Dechert LLP

SEC Commission Staff Provides Disclosure Guidance for Accounting Impacts of the Tax Cuts and Jobs Act

Dechert LLP on

The U.S. Securities and Exchange Commission published staff guidance regarding public company disclosure of the accounting impacts of the Tax Cuts and Jobs Act (the Act)....more

WilmerHale

Applying the New SEC Staff Guidance on Non-GAAP Measures to Your Next Earnings Announcement

WilmerHale on

On May 17, 2016, the SEC’s Division of Corporation Finance escalated the SEC’s efforts to curb perceived misuse of non-GAAP financial measures with the issuance of a revised set of Compliance and Disclosure Interpretations...more

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