News & Analysis as of

Publicly-Traded Companies Cybersecurity Cyber Incident Reporting

Troutman Pepper

SEC Cybersecurity Incidents Disclosures: Materiality, Decryptors, and Ransom Payments - Dear Mary – Incidents + Investigations...

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I work for a public company that recently experienced a ransomware attack. Fortunately, we were able to restore our business operations quickly by obtaining a decryption key from the threat actor. Given that we managed to get...more

Jones Day

SEC v. SolarWinds: Court Rejects SEC Authority Over Cybersecurity Controls and Most Alleged Disclosure Violations

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The U.S. District Court for the Southern District of New York dismissed the majority of claims that the Security and Exchange Commission ("SEC") asserted against SolarWinds, including claims that the company's alleged...more

Wyrick Robbins Yates & Ponton LLP

SEC Issues Additional Guidance on Form 8-K Cybersecurity Disclosures

The Securities and Exchange Commission (the “SEC”) has issued five compliance and disclosure interpretations related to the disclosure of material cybersecurity incidents under Item 1.05 of Form 8-K....more

Alston & Bird

SEC Corporation Finance Provides Additional Guidance on the Disclosure of Material Cybersecurity Incidents in Form 8-K

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On June 24, 2024, the Division of Corporation Finance (“Corp Fin”) of the Securities and Exchange Commission (“SEC”) issued five new Compliance and Disclosure Interpretations (“C&DIs”) related to the disclosure of “material”...more

Holland & Knight LLP

SEC Cyber Enforcement Update: Which Way Are the SolarWinds Blowing?

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The SEC has been aggressively pursuing cybersecurity investigations and enforcement actions against public companies and foreign private issuers. In these actions, the SEC often alleges one of two theories: 1) that the...more

Cooley LLP

SEC charges RR Donnelley with control failures related to cybersecurity incident

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In this June Order, SEC Enforcement brought settled charges against R.R. Donnelley & Sons, a “global provider of business communications services and marketing solutions,” for control failures: more specifically, a failure to...more

Jenner & Block

Client Alert: The SEC’s Approach to Cybersecurity Disclosure Decisions

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The SEC’s Director of Corporation Finance, Erik Gerding, recently issued two statements regarding a public company’s disclosure obligations in response to a cybersecurity incident. These remarks follow the adoption of the...more

Wilson Sonsini Goodrich & Rosati

Corp Fin Issues CDIs on Cybersecurity Incident Reporting

As part of its continuing efforts to clarify the application of the SEC’s rules regarding the disclosure of material cybersecurity incidents, on June 24, 2024, the Division of Corporation (Corp Fin) issued five new Compliance...more

Fenwick & West LLP

SEC Releases New 8-K CDIs for Item 1.05 - Cybersecurity Incidents

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On June 24, 2024, the SEC released five new CDIs on Material Cybersecurity Incidents. Please see a high-level summary below...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

Parker Poe Adams & Bernstein LLP

SEC Continues to Zero in on Importance of Data Security Measures and Reporting With Latest $10 Million Penalty

Last month, the Securities and Exchange Commission (SEC) reemphasized just how serious companies must be about maintaining a vigilant cybersecurity posture and procedures to report cyber incidents in a timely manner....more

Wyrick Robbins Yates & Ponton LLP

Living in a Material World: SEC Clarifies Expectations Regarding Form 8-K Disclosure of Material Cybersecurity Incidents

Last month, the Director of the Division of Corporation Finance (“Director”) of the Securities and Exchange Commission (“SEC”) issued new guidance regarding disclosures of material cybersecurity incidents via Form 8-K under...more

Cooley LLP

SEC Remains Focused on Disclosure of Cybersecurity Incidents

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Recent Securities and Exchange Commission (SEC) enforcement action and statements by SEC officials show that the Commission remains focused on disclosures regarding cybersecurity incidents. On May 21, 2024, Erik Gerding,...more

Kramer Levin Naftalis & Frankel LLP

SEC Division of Corporation Finance Clarifies Form 8-K Disclosures of Material Cybersecurity Incidents

On May 21, 2024, the director of the SEC’s Division of Corporation Finance, Erik Gerding, issued a statement regarding the new requirement to disclose material cybersecurity incidents on Form 8-K. The SEC’s latest...more

Goodwin

SEC Staff Makes Clear That Cybersecurity Incident Disclosures Under Item 1.05 of Form 8-K Should Be Limited to Material...

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On May 21, 2024, Erik Gerding, director of the Division of Corporation Finance of the U.S. Securities and Exchange Commission (SEC), issued a statement with clarifying guidance on cybersecurity incident disclosure under Item...more

A&O Shearman

New SEC guidance on cybersecurity incident disclosures

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The Director of the Division of Corporation Finance of the SEC issued a statement last week relating to the recent SEC cybersecurity disclosure rules that require public companies to disclose the occurrence of material...more

Alston & Bird

SEC Corporation Finance Director Clarifies that Form 8-K Item 1.05 Disclosures Should be Limited to “Material” Cybersecurity...

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On May 22, 2024, the Director of the Division of Corporation Finance (“Corp Fin”) of the Securities and Exchange Commission (“SEC”) issued further guidance regarding disclosure of cybersecurity incidents on Form 8-K. The...more

Holland & Knight LLP

SEC Corporation Finance Director Voluntarily Weighs in on Cybersecurity Incident Disclosures

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The U.S. Securities and Exchange Commission's (SEC) Division of Corporation Finance Director Erik Gerding released a statement on May 21, 2024, addressing Disclosure of Cybersecurity Incidents Determined to be Material and...more

WilmerHale

SEC Staff Clarifies Form 8-K Item 1.05 is for Cybersecurity Incidents that are Determined to be Material

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On May 21, 2024, Erik Gerding, Director of the SEC’s Division of Corporation Finance, issued a statement regarding the disclosure of cybersecurity incidents on Form 8-K. In his statement, Director Gerding encourages companies...more

Mayer Brown Free Writings + Perspectives

Avoiding Cybersecurity Incident Overdisclosure:  Helpful Guidance

In a statement yesterday, the Director of the SEC’s Division of Corporation Finance commented on the relatively new Form 8-K Item 1.05 requirement.  Last summer when the SEC adopted the final rules relating to cybersecurity...more

Stinson - Corporate & Securities Law Blog

SEC Director of Corporation Finance Speaks to Cybersecurity Disclosures

Erik Gerding, Director, Division of Corporation Finance, released a statement on the preferred methods to disclose certain cybersecurity incidents.  Mr. Gerding noted “The cybersecurity rules that the Commission adopted on...more

WilmerHale

8 Questions To Ask Before Final CISA Breach Reporting Rule

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On April 4, the Cybersecurity and Infrastructure Security Agency published a notice of proposed rulemaking setting out mandatory reporting requirements for covered entities that experience cybersecurity incidents or make...more

Husch Blackwell LLP

The Justice Insiders Podcast - Human Beings: Cybersecurity's Most Fragile Attack Surface

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Host Gregg N. Sofer welcomes Husch Blackwell’s Erik Dullea to the podcast to explore how human error factors into cybersecurity efforts. Most data breaches trace back to some form of human error, and an approach to...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Winter 2024

The oversight obligations of boards continue to expand. Recent enforcement actions and new laws in areas such as cybersecurity, artificial intelligence and supply chains create new challenges for boards, as we explain in this...more

Burr & Forman

Cyber Incident Reporting Obligations for Public Companies under the SEC’s New Cybersecurity Rules

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The U.S. Securities Exchange Commission (SEC) recently adopted a final rule regarding cybersecurity risk management, governance, and incident reporting. The final rule went into effect on September 5, 2023, and disclosure...more

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