News & Analysis as of

Securities and Exchange Commission (SEC) Publicly-Traded Companies Policies and Procedures

Bass, Berry & Sims PLC

SEC Charges Former Public Company Director and CEO with Concealing Close Friendship with Company Executive

Bass, Berry & Sims PLC on

As most public companies enter their fourth fiscal quarter and look ahead to filing their Form 10-Ks and proxy statements, a recent settlement agreement announced by the Securities and Exchange Commission (the SEC) serves as...more

Bass, Berry & Sims PLC

The Time is Here: Public Companies Should be Mindful of the Upcoming Insider Trading Policy Form 10-K Exhibit Filing Requirement

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In connection with the upcoming Form 10-K/proxy season, public companies with a fiscal year ending on December 31 will be required, for the first time, to publicly file their insider trading policies as exhibits to their...more

Perkins Coie

SEC’s August 20 Open Meeting: Commissioners Approve Updated Audit Rules

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Yesterday, the SEC held its third open meeting of the 2024 calendar year, at which the commissioners considered several proposals regarding auditors and the audits of public companies. Two of the proposals may be of...more

Bass, Berry & Sims PLC

SEC Settlement against Auditing Firm Serves as Reminder of Important Independence Rules

On February 29, the Securities and Exchange Commission (the SEC) announced that it settled an administrative proceeding against Lordstown Motors Corps’ former auditor, Clark Schaefer Hackett and Co. (CSH)—the same day that...more

Latham & Watkins LLP

SEC Clawback Rules: Practical Considerations and FAQs

Latham & Watkins LLP on

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

Sheppard Mullin Richter & Hampton LLP

Stock Exchange Deadline Approaches for Adopting SEC Compliant Clawback Policy

With the Labor Day holiday now in the rear view mirror, we wanted to remind companies whose shares are listed on the NYSE/Nasdaq stock exchanges that the deadline for implementing a so-called “Clawback Policy” is fast...more

Husch Blackwell LLP

Twelve Planning Tips to Avoid Complications with the SEC’s Cybersecurity Disclosure Rules: Part III

Husch Blackwell LLP on

Key Point: The decision making processes to determine whether a cybersecurity incident is material or not, should include documenting the factors behind each determination and should be practiced before an incident occurs. ...more

Latham & Watkins LLP

SEC Adopts Cybersecurity Disclosure Rules

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The SEC, by a 3-2 vote, has adopted new rules requiring companies to provide: ..current disclosure on Form 8-K within four business days of determining that a material cybersecurity incident has occurred; and ...more

Mintz - Privacy & Cybersecurity Viewpoints

SEC Adopts Final Cybersecurity Rules for Public Companies

In a narrow 3-2 decision on July 26, the SEC adopted its final rule concerning cybersecurity risk management, strategy, governance, and incident disclosure (the “Final Rule”).  Below we highlight some of the principal changes...more

Keating Muething & Klekamp PLL

SEC Cybersecurity Disclosure Final Rule

On July 26, 2023, the Securities and Exchange Commission (“SEC”) adopted final rules, rule amendments and form amendments to expand and standardize disclosures regarding cybersecurity risk management, strategy, governance,...more

BakerHostetler

The SEC's Proposed Cybersecurity Rules: Regulatory Delay Does Not Bless Standing By

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The SEC’s Cybersecurity Proposals - The SEC has proposed four rules designed to address cybersecurity risk and management, including incident reporting by public companies....more

Jenner & Block

Client Alert: SEC’s Approach to Enforcement After Cyber Incidents: Key Takeaways for Public Companies from a Recent Speech

Jenner & Block on

Last month, Gurbir Grewal, the Director of the SEC’s Division of Enforcement, spoke at the Financial Times Cyber Resilience Summit. During the remarks, he outlined the importance of cybersecurity and signaled that the SEC is...more

Eversheds Sutherland (US) LLP

SEC adopts rules to expand, modernize share repurchase disclosure

On May 3, 2023, the US Securities and Exchange Commission (the SEC) released final rules requiring enhanced disclosure relating to issuers' repurchases of their securities and executives’ trading thereof (the Repurchase...more

Morrison & Foerster LLP

SEC Delays Finalized Cyber Rules Until October 2023

Based on updates to its rulemaking agenda that were released last week, the U.S. Securities and Exchange Commission (SEC) has delayed approval of two cybersecurity rules until at least October 2023. Both proposed rules were...more

Genova Burns LLC

U.S. Securities and Exchange Commission to Require Expanded Cybersecurity Reporting

Genova Burns LLC on

New cybersecurity rules from the U.S. Securities and Exchange Commission (“SEC”) set to go into effect this spring will expand reporting requirements for publicly listed companies. The changes are designed to increase...more

White & Case LLP

SEC Adopts Amendments to Rule 10b5-1

White & Case LLP on

On December 14, 2022, the Securities and Exchange Commission ("SEC") adopted amendments to Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"). Plans adopted pursuant to Rule 10b5-1...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Amends Rules for Rule 10b5-1 Trading Plans and Adds New Disclosure Requirements

On December 14, 2022, the U.S. Securities and Exchange Commission (SEC) adopted several amendments and new disclosure requirements intended to address what it perceives may be abusive practices relating to Rule 10b5-1 trading...more

Jenner & Block

Client Alert: SEC Adopts Amendments Regarding Rule 10b5-1 Insider Trading Plans and Disclosures for Equity Awards and Gifts

Jenner & Block on

On December 14, 2022, the US Securities and Exchange Commission (the SEC) unanimously adopted amendments to Rule 10b5-1 under the Securities Exchange Act of 1934 (the Exchange Act) and created new disclosure requirements to...more

Perkins Coie

New DOJ Guidance on Personal Devices and Third-Party Messaging Applications Applies to Any Company DOJ May Scrutinize

Perkins Coie on

The U.S. Department of Justice (DOJ) recently released new guidance announcing several policy changes to further strengthen and clarify its approach to prosecuting corporate crime. The guidance, released through a memorandum...more

Paul Hastings LLP

SEC Proposed Cybersecurity Rules – What They Are and What Our Clients Should be Doing Now

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What are the new rules? Earlier this year, the Securities and Exchange Commission (“SEC”) published a new set of proposed cybersecurity disclosure rules for public companies. The proposed rules would significantly increase...more

Fenwick & West LLP

Meeting Expectations for Board Diversity

Fenwick & West LLP on

Corporate boardroom diversity has increased significantly over the last few years, and the interest in and demand for gender and racial/ethnic diversity on boards of directors remain high. Lack of corporate board diversity...more

Bass, Berry & Sims PLC

A Summary of Certain Proxy Advisory Firm and Institutional Investor Board Diversity Policies - 2022

Institutional investors and proxy advisory firms continue developing and refining their policies regarding board diversity. While gender diversity on public company boards has been in focus for some time now, institutional...more

NAVEX

The SEC's Message for Companies on Cybersecurity: ‘Do Better’

NAVEX on

Corporate risk and compliance officers already labor under an influx of concerns related to cybersecurity, so you might have missed this latest news: the U.S. Securities and Exchange Commission has proposed new rules for more...more

Davis Wright Tremaine LLP

SEC Proposes New Cyber Disclosure Rules for Public Companies

On March 9, 2022, the Securities and Exchange Commission (SEC) announced proposed rules requiring publicly listed companies to make several specific disclosures related to cybersecurity incidents and the registrant's...more

McGuireWoods LLP

SEC Proposes New, Formal Cybersecurity Disclosure Rules

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On March 9, 2022, the U.S. Securities and Exchange Commission (SEC) proposed a number of new rules to enhance public companies’ reporting of (i) cybersecurity incidents, (ii) their policies and procedures for identifying and...more

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