Marty Dunn

Marty Dunn

Morrison & Foerster LLP

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SEC Approves Nasdaq Rule Requiring Public Disclosure of Payments to Directors by Third Parties

In March 2016, the Nasdaq Stock Market LLC (“Nasdaq”) proposed new rules regarding disclosure of third-party compensation of directors. This third-party compensation, which may not be publicly disclosed, arises when a party...more

7/26/2016 - Activist Board of Directors Directors Executive Compensation Foreign Private Issuers Nasdaq Public Disclosure Publicly-Traded Companies SEC Third-Party Transparency

New Staff Legal Bulletin and Proxy Voting Guidelines Released Ahead of the 2016 Proxy Season

Just ahead of the 2016 proxy season, the Staff of the Division of Corporation Finance of the SEC released new guidance—Staff Legal Bulletin No. 14H (“SLB 14H”)—describing how the Staff will evaluate issuers’ arguments for...more

12/8/2015 - New Guidance Overboarding Proxy Season Proxy Voting Guidelines SEC Shareholder Proposals

Pay-Versus-Performance: SEC Proposes Rules to Expand Executive Compensation Disclosure in Proxy Materials

Nearly five years after the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) was enacted in July 2010, the SEC narrowly approved proposed rules required under Section 953(a) of the Act. Section 953(a) of...more

5/6/2015 - Compensation Committee Dodd-Frank Executive Compensation Financial Institutions Proxy Advisors Proxy Materials Proxy Statements Say-on-Pay SEC

Regulation A+: Final Rules Offer Important Capital Raising Alternatives

Overview - Yesterday, March 25, 2015, the Securities and Exchange Commission voted unanimously to adopt final rules to implement the rulemaking mandate of Title IV of the JOBS Act by adopting amendments to Regulation...more

3/27/2015 - Final Rules JOBS Act Regulation A SEC Small Business

SEC Charges Issuers, Corporate Insiders, and Other Significant Investors for Violating Laws Requiring Reporting of Transactions in...

On September 10, 2014, the U.S. Securities and Exchange Commission announced settlements with officers, directors, and significant shareholders for violating federal securities laws requiring information about their...more

9/18/2014 - Corporate Officers Directors Enforcement Actions Filing Requirements Insider Trading SEC Securities Exchange Act Settlement Shareholders

SEC Staff Offers Guidance Regarding Investment Advisers and Proxy Advisory Firms

The SEC’s Division of Investment Management and Division of Corporation Finance published joint guidance on June 30, 2014 regarding investment advisers’ responsibilities in voting client proxies, and two exemptions from the...more

7/3/2014 - Investment Adviser Proxies Proxy Advisors Proxy Voting Guidelines SEC

A+ Indeed: The SEC’s Proposed Rules Amending Reg A

Overview - Yesterday, December 18, 2013, the SEC released proposed rules to carry out the rulemaking mandate of Title IV of the JOBS Act. The proposed rules both retain and modernize the current framework of Regulation...more

12/20/2013 - Disclosure Requirements EDGAR Investors JOBS Act Regulation A Reporting Requirements Safe Harbors SEC Securities Act of 1933

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