Securities Exchange Act, Securities Regulation

ICAHN Settles With SEC for Failures to Disclose Key Details of Margin Loan Stock Pledges - Teaching Moment for Directors and...

BCLP on 8/21/2024

On August, 19, 2024, the SEC announced settled charges against Carl C. Icahn and his publicly traded company, Icahn Enterprises L.P. (IEP), for failing to disclose information relating to Icahn’s pledges of IEP securities –...more

More Than $390 Million in Penalties for Recordkeeping Failures

Stark & Stark on 8/20/2024

The Securities and Exchange Commission (SEC) announced charges against 26 broker-dealers, investment advisers, and dually-registered firms for widespread and longstanding failures to maintain and preserve electronic...more

Southern District Of New York Grants Motion To Dismiss Putative Securities Class Action Against Cannabis Company For Failure To...

A&O Shearman on 8/2/2024

On July 17, 2024, Judge Paul A. Engelmayer of the U.S. District Court for the Southern District of New York granted a motion to dismiss a putative securities class action against a cannabis company and three of its officers....more

Jarkesy: SEC Change-Up - The Supreme Court Curbs the Use of Administrative Courts for Litigated Fraud Claims and Civil Penalties

Venable LLP on 7/8/2024

In a landmark decision issued last week, SEC v. Jarkesy, the Supreme Court held that the Seventh Amendment guarantees a defendant a jury trial when the SEC seeks civil penalties against the defendant for committing securities...more

Supreme Court Holds “Pure Omissions” Are Not Actionable Under Rule 10b-5(b)

Sheppard Mullin Richter & Hampton LLP on 4/23/2024

In Macquarie Infrastructure Corp. v. Moab Partners, No. 22-1165, 2024 WL 1588706 (U.S. Apr. 12, 2024) (“MIC”), the United States Supreme Court (Sotomayor, J.) held unanimously that “pure omissions” in a Securities and...more

Climates Change SEC’s Disclosure Rules: Still substantial, the SEC approves scaled back climate disclosure rules

Eversheds Sutherland (US) LLP on 3/13/2024

On March 21, 2022, the Securities and Exchange Commission (SEC) proposed expansive and controversial climate disclosure rules. Two years and 24,000 comment letters later, on March 6, 2024, the SEC voted 3-2 to adopt its...more

Inside the Courts – An Update From Skadden Securities Litigators - February 2024

Skadden, Arps, Slate, Meagher & Flom LLP on 3/5/2024

Securities Class Actions Show No Signs of Slowing in 2024 - Key Points - While the volume of securities class actions filings has remained consistently elevated over the past several years, the composition of the class...more

2023 Securities Litigation Year in Review

Jones Day on 2/28/2024

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings...more

Who Needs Customers, Anyway? New SEC Rules Turn Traders Into Dealers

Jones Day on 2/28/2024

The Securities and Exchange Commission (the "SEC" or "Commission") has adopted new rules that further define the phrase "part of a regular business" for purposes of determining whether a person is a "dealer" or "government...more

SEC Adopts Changes to the Definition of “Dealer” and “Government Securities Dealer”

Hinckley Allen on 2/14/2024

On February 6, 2024, the Securities and Exchange Commission (“SEC”) adopted final rules (the “Final Rules”) that will further define the phrase “as a part of a regular business” as used in the statutory definitions of...more

Nutter Securities Enforcement Update: January 1, 2024

Nutter McClennen & Fish LLP on 1/17/2024

The Nutter Securities Enforcement Update is a periodic summary of noteworthy recent securities enforcement activity, settlements, decisions, and charges....more

Employment Agreements in The SEC’s Cross-Hairs: What Employers Should Do Now

BCLP on 12/18/2023

Over the past several months, the U.S. Securities and Exchange Commission (“SEC”) has concluded several aggressive enforcement actions related to supposed violations of Rule 21F-17 under the Securities Exchange Act of 1934,...more

Top 5 SEC Developments (November 2023)

Morrison & Foerster LLP on 12/18/2023

Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine: • The SEC’s announcement of its Fiscal Year 2023 enforcement...more

Preparing for the 2024 Proxy and Annual Reporting Season: Key Issues and Considerations

BakerHostetler on 12/6/2023

For the upcoming 2024 proxy and annual reporting season, there are a number of key issues to consider and keep an eye on for further developments as preparations commence. This alert provides an overview of these issues and...more

SEC’s Focus on Off-Channel Communications Continues

White & Case LLP on 11/1/2023

On September 29, the US Securities and Exchange Commission ("SEC") brought its latest wave of enforcement actions related to "off-channel communications," charging 10 additional firms with failing to maintain employee...more

SEC Adopts Rule Amendments to Modernize Beneficial Ownership Reporting

White & Case LLP on 10/30/2023

On October 10, 2023, the Securities and Exchange Commission ("SEC") adopted amendments to modernize the rules governing beneficial ownership reporting under Sections 13(d) and 13(g)1 of the Securities Exchange Act of 1934...more

SEC Adopts Short Sale Disclosure Rules

Skadden, Arps, Slate, Meagher & Flom LLP on 10/27/2023

The Securities and Exchange Commission (SEC) has voted to adopt new Rule 13f-2 and related Form SHO requiring certain institutional investment managers (managers) to report short sale-related information to the SEC....more

SEC Enforcement Orders Issued for Employment & Separation Agreement Terms

Dinsmore & Shohl LLP on 10/27/2023

The SEC issued enforcement orders against three companies for including terms in their employment and separation agreements that violated Rule 21F-17(a) of the Securities Exchange Act of 1942, commonly known as the...more

Changing with the Times: SEC Adopts Modernization Changes to Schedule 13D and Schedule 13G Beneficial Ownership Reporting

Bond Schoeneck & King PLLC on 10/24/2023

On Oct. 18, 2023, the U.S. Securities and Exchange Commission (SEC) adopted amendments to the rules governing the reporting of beneficial ownership of securities under Sections 13(d) and 13(g) of the Securities Exchange Act...more

Securities Exchange Act › Securities Regulation