Form 10-K

News & Analysis as of

Corporate and Financial Weekly Digest - Volume XI, Issue 23

SEC/CORPORATE - SEC Adopts Amendment to Form 10-K Permitting the Summary of Business and Financial Information - On June 1, the Securities and Exchange Commission adopted an interim final rule (Rule), as mandated...more

Orrick's Financial Industry Week in Review

Council of EU Adopts Regulation Extending Exemptions for Commodity Dealers under CRR - On May 30, 2016, the Council of the EU published a press release confirming that it has adopted a Regulation amending the Capital...more

Financial Regulatory Developments Focus - June 2016

In this week's newsletter, we provide a snapshot of the principal US, European and global financial regulatory developments of interest to banks, investment firms, broker-dealers, market infrastructure providers, asset...more

Corporate and Securities Alert: SEC Updates Form 10-K

On June 1, the SEC issued a new Interim Final Rule?, amending Item 16 of Part IV to the Form 10-K, specifically permitting issuers to include a summary section in an Annual Report on Form 10-K. The summary section will...more

"SEC Amends Form 10-K to Specifically Allow New Summary Section"

On June 1, 2016, the U.S. Securities and Exchange Commission (SEC) amended Form 10-K to specifically allow companies to provide a summary section in their annual reports. This revision to Form 10-K was adopted to implement...more

(Too) Much Ado About (Almost) Nothing–The Recent Form 10-K Amendment

Borrowing the title of one of Shakespeare’s most famous comedies seems somehow appropriate to describe last week’s amendment to Form 10-K, which formalizes a company’s ability to include a business and financial summary in...more

SEC Adopts Amendment to Form 10-K

On June 1, 2016, the Securities and Exchange Commission (SEC) approved an interim final rule implementing Section 72001 of the Fixing America’s Surface Transportation (FAST) Act. The rule allows Form 10-K registrants to...more

Thanks For (Less Than) Nothing

Section 72001 of the FAST Act and the SEC’s interim final rule. In a December 2015 LawFlash, we addressed several provisions of the Fixing America’s Surface Transportation Act (“FAST Act”) that relate to the federal...more

Blog: No, Please, Not Another Summary!

The SEC has adopted an interim final rule implementing a provision of the FAST Act that will expressly allow a company, at its option, to include a summary in its Form 10–K, provided that each item in the summary includes a...more

SEC Issues Interim Final Rule Required by the FAST Act Regarding Form 10-K Summary Page

On June 1, 2016, the SEC issued an interim final rule to implement Section 72001 of the Fixing America’s Surface Transportation (FAST) Act, which requires the SEC to issue regulations to permit issuers to submit a summary...more

Does The SEC’s New Form 10-K Rule Create A New Disclosure Standard?

Yesterday, the Securities and Exchange Commission announced that it has adopted an interim final rule that allows Form 10-K filers to provide a summary of business and financial information contained in their annual reports. ...more

The SEC Amends Form 10-K

Yesterday, the SEC issued an interim final rule amending Form 10-K pursuant to section 72001 of the FAST Act. That section required the SEC to allow issuers to include summary sections in their annual reports on Form 10-K as...more

SEC Adopts Amendment to Form 10-K Implementing FAST Act Provision

The SEC has approved an interim final rule that allows Form 10-K filers to provide a summary of business and financial information contained in the annual report. The rule implements a provision of the Fixing America’s...more

SEC Seeking Comment on Potential Modernization of Public Company Disclosure

On April 13, 2016, the Securities and Exchange Commission issued a concept release concerning potential improvements to the business and financial disclosures required by Regulation S-K, the backbone and foundation of the...more

Fixing a Sour Corporate Culture: Valeant Pharmaceuticals Faces an Uphill Challenge

Like the Greek mythology character Sisyphus, Valeant Pharmaceutical is attempting to atone for its sins and turn its corporate culture around. I am not usually a cynic but when I see these transparent attempts to reverse a...more

When Attorneys General Attack: AGs’ Aggressive Investigation of Climate Change Disclosures, and Getting Your Insurer to Provide...

Who’s afraid of New York’s Martin Act? Right now, a lot of Wall Street and energy industry companies, that’s who. Why are they concerned about the Martin Act? Because it grants the New York State Office of the Attorney...more

SEC Brings Two Financial Fraud Actions

Financial fraud has long been a staple of SEC enforcement. In the wake of the market crisis the agency has attempted to once again focus on the area creating, for example, a financial fraud task force two years ago. Last...more

Blog: Tweet Your 10-K? SEC Votes To Issue Concept Release To Modernize Reg S-K

At an open meeting this morning, the SEC (all three of them) voted to issue a concept release seeking comment on modernizing certain business and financial disclosure requirements in Reg S-K, part of the SEC’s disclosure...more

Your daily dose of financial news The Brief – 4.13.16

US regulators are reportedly preparing a handful of the US’s biggest banks for news that their living wills (their plans for winding down without a taxpayer bailout in the case of a potential bankruptcy) aren’t going to cut...more

Are Activist Investors Risk Factors?

lululemon athletica inc.’s Form 10-K includes the following risk factor: Our business could be negatively affected as a result of actions of activist stockholders, and such activism could impact the trading value of our...more

The Next Level of Investor Communication

Last year about this time General Electric made a splash with its revamped Form 10-K, which it augmented with a short video introduction from its CEO, Jeff Immelt. This year, GE launched what it calls an Integrated Summary...more

Is The SEC On Schedule To Violate Another Law?

Last December, President Obama signed into law the Fixing America’s Surface Transportation Act (aka the “FAST Act“). Buried in the FAST Act were several provisions intended to lighten the load of Securities and Exchange...more

Your daily dose of financial news The Brief – 3.21.16

Major home-improvement news this weekend, as Sherwin-Williams put up more than $9 billion to purchase Minneapolis-based Valspar. The deal’s expected to close within a year, pending approval from regulators and Valspar’s...more

The New Lease Accounting Standard–What Lawyers Need to Know Now

With calendar year-end Form 10-K filings almost completed, you may have noticed the addition of Accounting Standards Update No. 2016-02 “Leases (Subtopic 842)” to the MD&A subsection addressing new accounting standards. In...more

Storm Warning for Safe Harbor

On February 29, 2016, the Supreme Court denied certification in Harman International Industries Inc. et al. v. Arkansas Public Employees Retirement System et al., thereby leaving unanswered a number of questions related to...more

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