News & Analysis as of

Publicly-Traded Companies Securities and Exchange Commission (SEC)

Cooley LLP

Update to FAQs regarding de-SPACs and submission of draft registration statements

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The 2012 JOBS Act permitted Emerging Growth Companies to initiate the IPO process by submitting their IPO registration statements confidentially to the SEC for nonpublic review by the SEC staff. The confidential process was...more

Dorsey & Whitney LLP

Companies Subject to U.S. Jurisdiction Should not Restrict Personnel from Being SEC Whistleblowers, or Receiving SEC Whistleblower...

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SEC rules prohibit taking “any action” to impede an individual from communicating directly with the SEC about a possible securities law violation, including by enforcing, or threatening to enforce, a confidentiality...more

Proskauer - Regulatory & Compliance

SEC  “Greenwashing” Enforcement  Case Against Public Company

Last week, the SEC publicly announced a settled enforcement case against Keurig Dr. Pepper.  The case focused on the company’s disclosure in its annual reports on Form 10-K on whether its K-Cup pods could (or would) be...more

Fenwick & West LLP

Considerations for Upcoming 10-Q Disclosures

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With the end of the third quarter quickly approaching, companies may want to consider the following for their upcoming Quarterly Reports on Form 10-Q...more

Ballard Spahr LLP

SEC Announces Settlements with Seven Public Companies for Violations of Exchange Act Whistleblower Protections in Employee and...

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The SEC has begun to bring enforcement actions against companies whose employment and client agreements could appear to infringe on the right to report cases in violation of Section 21f-17(a) of the Exchange Act. On September...more

Fenwick & West LLP

The CrowdStrike Ripple Effect: Ongoing Reporting Implications for Public Companies

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Companies impacted by CrowdStrike’s defective software update should consider the following long-term reporting implications...more

BCLP

SEC Again Cracks Down on Companies That Restrict Whistleblowers

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As discussed in our December 15, 2023 client alert, the SEC has waged an aggressive effort to enforce alleged violations of the whistleblower protection rule.  On September 9, 2024, the SEC announced settled charges resulting...more

Fenwick & West LLP

SEC Disbands Climate and ESG Task Force

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The U.S. Securities and Exchange Commission (SEC) has confirmed that its climate and environmental, social, and governance (ESG) enforcement taskforce has been disbanded....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

Jenner & Block

Client Alert: Key Takeaways from the SEC’s Latest Enforcement Sweep Regarding Violations of the Whistleblower Protections Rule

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Earlier this week, the SEC announced an enforcement sweep charging seven public companies with violating the whistleblower protections rule in various employment-related agreements. These charges reflect the SEC’s continuing...more

Cooley LLP

Nasdaq Updates Listing Requirements

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Throughout 2024, Nasdaq has been revising the procedures for companies dealing with low stock prices, with a focus on cutting down on what they deem to be cheap, risky stocks trading on their exchange. Here is what you need...more

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

Latham & Watkins LLP

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2024 Edition

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Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

Perkins Coie

Updating Your Description of Securities Exhibit

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As summer turns into fall and in-house lawyers start thinking ahead to the upcoming 10-K filing season, we’re often asked to review and update the description of securities exhibit(s) required to be filed with Form 10-K by...more

White & Case LLP

DOJ & SEC Bring Enforcement Actions Against Short Sellers, Highlighting Continued Prevalence of Short Selling Against Public...

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The US Securities and Exchange Commission (SEC) and the US Department of Justice (DOJ) recently announced parallel actions against an activist short seller and his firm, charging them with multiple counts of securities fraud....more

The Volkov Law Group

SEC Outlines “Effective Cooperation” Standard

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The Securities and Exchange Commission is catching up to DOJ.  Not in enforcement but in transparency. After years of criticism, the Justice Department has set the gold standard for transparency and providing guidance on...more

Wilson Sonsini Goodrich & Rosati

SEC Approves Amendments to Nasdaq Phase-In Schedules and Cure Periods

On August 26, 2024, the U.S. Securities and Exchange Commission (SEC) issued an order granting approval of The Nasdaq Stock Market LLC’s (Nasdaq’s) proposed rule change, to Nasdaq Rules 5605, 5615, and 5810. These amendments...more

DLA Piper

Horizon - ESG Regulatory News and Trends

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Welcome to Horizon, DLA Piper’s regular bulletin reporting on late-breaking legislative and policy developments in ESG. Our aim is to scan the litigation, enforcement, and regulatory horizon to help inform business decisions....more

Fenwick & West LLP

Securities Law Update - August 2024 #2

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Welcome to the latest edition of Fenwick’s Securities Law Update. This edition contains updates and reminders on: ..The federal court decision that struck down the FTC’s noncompete ban, blocking it from taking effect...more

Mayer Brown Free Writings + Perspectives

SEC Filing Fees

The Securities and Exchange Commission recently announced that the fees that registrants pay to register their securities with the SEC will increase from $147.60 per million dollars to $153.10 per million dollars, effective...more

Skadden, Arps, Slate, Meagher & Flom LLP

Hong Kong Regulatory Update - August 2024

查看中文 This update primarily provides an overview of key regulatory developments in the second quarter of 2024 relevant to companies listed, or planning to list, on The Stock Exchange of Hong Kong Limited (HKEx) and their...more

Skadden, Arps, Slate, Meagher & Flom LLP

New Resource Extraction Payment Disclosures Due September 26, 2024

Securities and Exchange Commission (SEC) reporting companies with fiscal years ending December 31 that engage in the commercial development of oil, natural gas or minerals are required to file a Form SD with the SEC by...more

Seward & Kissel LLP

SEC Settles Charges with a Publicly Traded Company and its Controlling Shareholder for Not Disclosing Pledge of Company’s...

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Who may be interested: Board of Directors; Registered Investment Advisers; Registered Investment Companies; Broker-Dealers; Transfer Agents; Compliance Staff - Quick Take: The SEC announced that it settled charges against...more

DLA Piper

SEC Approves PCAOB Rule Amendment That Expands Individual Auditor Enforcement Liability

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The Securities and Exchange Commission (SEC) approved a proposed amendment to Public Company Accounting Oversight Board (PCAOB) Rule 3502. The amended rule expands enforcement liability for associated persons who...more

Fenwick & West LLP

Nasdaq Proposes Codifying Review Standards for Listing Appeals

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Nasdaq is asking for the Securities and Exchange Commission's blessing to codify proposed standards of review governing appeals before the Nasdaq Listing and Hearing Review Council (the Listing Council)....more

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