News & Analysis as of

Small Business Securities Bulletin: Regulation FD and Social Media

As we discussed in our February Bulletin, late last year Netflix and its CEO, Reed Hastings, each received a notice from the SEC Staff indicating that the Staff intended to recommend to the SEC that it institute proceedings...more

8-K’s Announcing Reg FD Social Media Channels Begin; NYSE Weighs In

The SEC opened the barn doors on use of social media, or merely reaffirmed existing guidance, depending on your point of view, in a recent Section 21(a) report....more

SEC Greenlights Use of Social Media for Publicly Disclosing Company Information

Recognizing the reality that many investors likely get more information from Facebook and Twitter than a corporate 10-K and that most public companies have a robust social media presence, the U.S. Securities and Exchange...more

Be Careful What You Wish For: SEC Permits Company Disclosures Via Social Media If Regulation FD Requirements Are Met

Last week, the Securities and Exchange Commission issued a report clarifying that companies can use social media channels, such as Facebook and Twitter, to disseminate material nonpublic company information under Regulation...more

Lessons from Netflix on the Use of Social Media for Informal Disclosure

On April 2, 2013 the Securities and Exchange Commission (SEC) issued a report (the Netflix Report) announcing that it would not pursue enforcement action against Netflix, Inc. and its Chief Executive Officer, Reed Hastings,...more

SEC ‘Likes’ Public Company Disclosures on Facebook and Other Social Media

Last December, we wrote about the U. S. Securities and Exchange Commission’s issuance of so-called “Wells” notices indicating that the agency was considering whether to bring enforcement proceedings against Netflix and its...more

Using Social Media to Disclose Corporate Facts?

On April 2, 2013, the Securities & Exchange Commission issued a Report of Investigation clarifying that a public company may use social media outlets such as Facebook and Twitter to disseminate material information to...more

Safe Tweeting: SEC Provides Guidance on Social Media and Regulation FD Compliance

The SEC has provided guidance to publicly reporting companies on how to use popular social networking sites, such as Facebook and Twitter, consistent with federal securities laws. On April 2, 2013, the Securities and...more

Social Media For The CEO: Lessons Learned From The Netflix/SEC Tussle And Reg FD

Yes, you can use social media to make material public disclosures. The SEC did not punish Netflix CEO Reed Hastings. The reality is, however, the SEC gave a warning to executives: we are not going to do anything this time...more

The SEC Provides Guidance on the Use of Social Media for Public Company Disclosure

On April 2, 2013, the Securities and Exchange Commission issued a "report of investigation" that provides important guidance for companies that wish to use social media outlets, such as Facebook and Twitter, to publicly...more

D&Os in Cyberspace: SEC Endorses Social Media for Corporate Communications with Investors

On April 2, 2013, the U.S. Securities and Exchange Commission (SEC) issued new guidance endorsing companies' use of social media to disclose information to investors – with certain caveats. The SEC's social media guidance was...more

SEC Provides Guidance Regarding Social Media and Regulation Fair Disclosure (Regulation FD)

On April 2, in connection with an investigation of Netflix, Inc. and its Chief Executive Officer, Reed Hastings, regarding a possible violation of Regulation FD, the Securities and Exchange Commission released a Report of...more

SEC Approves Communications Via Social Media

The Securities and Exchange Commission (“SEC”) has taken a new position that publicly traded companies may use social media to communicate information to investors, so long as investors are first advised of the communication...more

A Brief Primer for Corporate Social Media Disclosures in Light of the SEC’s Recent Guidance on Regulation FD

The Securities and Exchange Commission ("Commission" or "SEC") recently stepped into the social media age with its April 2, 2013 Report of Investigation pursuant to 21(a) of the Securities Exchange Act of 1934 concerning a...more

SEC Decides That Companies May Use Social Media

The Netflix Investigation - On July 3, 2012, the CEO of Netflix, Reed Hastings, used his personal Facebook page to announce that Netflix had streamed 1 billion hours of content in the month of June. As the Securities...more

SEC's Netflix Report Confirms Ability to Use Social Media for Reg. FD Disclosures but Cites Risks

In connection with a Facebook post by Netflix CEO Reed Hastings, the SEC issued a report of investigation on April 2, 2013 (Netflix Report) indicating that Regulation FD permits a company to announce material information...more

SEC Provides Guidance on the Use of Social Media to Disseminate Investor Information

On April 2, 2013, the Securities and Exchange Commission issued a report clarifying existing guidance to confirm that public companies may use social media outlets, such as Facebook and Twitter, to announce key information in...more

From Facebook to FD: SEC Releases Guidance on Use of Social Media

On April 2, 2013, the Division of Enforcement of the U.S. Securities and Exchange Commission released guidance on the use of social media to disseminate material, nonpublic information under Regulation FD (Fair Disclosure)....more

Social Media Use By Public Companies – The SEC Weighs In

The increasing presence of social media has created new avenues for companies to market to and connect with consumers, customers and investors. Many heads of industry maintain very public profiles, appearing regularly on...more

SEC Publishes Report on Reg. FD and Social Media – Joy, Vexation Follow

You probably remember a dustup from a few months ago when the SEC threatened to sue Netflix for violations of Regulation FD. Basically, the rule says that when a public company gives material nonpublic information to anyone,...more

Corporate and Securities Alert: SEC Guidance on Using Social Media to Disclose Material Non-public Information

On April 2, 2013, the Securities and Exchange Commission issued noteworthy guidance on the use of social media to disclose material information in compliance with Regulation FD (Fair Disclosure)....more

SEC Has Conditional “Like” for Social Media Disclosures by Securities Issuers—A Reason to Reevaluate Electronic Communications...

The U.S. Securities and Exchange Commission gave disclosures made through social media platforms such as Facebook and Twitter a conditional “thumbs up” in a Report of Investigation it released on April 2, 2013. Issuers of...more

SEC Declines Enforcement Action in Netflix Reg FD Matter and Issues Social Media Guidance

On July 3, 2012, Netflix's chief executive officer, Reed Hastings, made a public post to his Facebook page, which noted that, in the month of June 2012, "Netflix monthly viewing exceeded 1 billion hours for the first time...more

SEC Approves Social Media Announcements If Investors Are Alerted

On April 2, 2013, the Securities & Exchange Commission (SEC) announced that companies may use Facebook, Twitter and other social media sites to announce key information so long as investors have been alerted about which...more

10-Ks, 10-Qs, 8-Ks ... and Twitter

If any of us still thought that Facebook, Twitter, and other social media outlets were just for cheezburger-haz-ing cat pics, the Securities and Exchange Commission put an end to that yesterday. ...more

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