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Israel-Hamas War: SEC Disclosure and Governance Considerations

The Hamas terrorist attacks in Israel on October 7th and the Israel-Hamas War have had devastating impacts and threaten to destabilize the region, creating a number of challenges for a wide range of companies. Public...more

Long Anticipated SEC Cybersecurity Disclosure Rule Expected to be Finalized July 26

The SEC has scheduled an open meeting on Wednesday to decide on the adoption of eagerly anticipated cybersecurity incident and governance reporting rules. If the agency adopts rules that align with what it proposed last year,...more

SEC Finalizes Share Repurchase Disclosure Rules: What Public Companies Need to Know

The SEC has adopted final share repurchase disclosure rules requiring public companies to provide more detailed disclosures about their share repurchases and to tag those disclosures in Inline XBRL. Below are the key...more

NYSE and Nasdaq Propose Clawback Rule Listing Standards: What Public Companies Need to Know

Last year the Securities and Exchange Commission (SEC) adopted long-awaited executive compensation recovery rules (the Clawback Rules). Those Clawback Rules instructed national securities exchanges (such as NYSE and Nasdaq)...more

New Disclosure Requirements to Consider for 2022 Fiscal Year End, the 2023 Proxy Season and Beyond

2022 was a busy year in rulemaking for the Securities and Exchange Commission (SEC). As a result, there are many new disclosure requirements for companies to keep top of mind as they work through this year’s annual report,...more

SEC Updates Disclosure Requirements for Risk Factors and Business and Legal Proceeding Descriptions

Exchange Act Reports; Securities Act Filings - On August 26, 2020, the Securities and Exchange Commission announced changes to Regulation S-K intended to modernize certain disclosures related to an issuer’s business...more

Certain Shareholder Approval Requirements Relaxed as NYSE Provides Temporary Exception Due to COVID-19

The SEC declared, effective immediately as of May 14, 2020, a new NYSE rule proposal which provides a temporary exception through June 30, 2020 from the shareholder approval requirements for specified issuances of 20% or more...more

Certain Shareholder Approval Requirements Relaxed as Nasdaq Provides Temporary Exception Due to COVID-19

The SEC declared, effective immediately, as of May 4, 2020, a new Nasdaq rule proposal (“Listing Rule 5636T”), which provides a temporary exception, through June 30, 2020...more

Proxy Advisors and COVID-19: Guidance and Considerations

Both ISS and Glass Lewis have provided guidance on the application of their respective policies due to the impact of COVID-19. Below is a summary of certain of the guidance and related considerations for public companies...more

SEC Corporate Finance Staff Provides Temporary Relief for Form 144 Paper Filings

The Division of Corporation Finance staff of the Securities Exchange Commission continues to address logistical difficulties arising from COVID-19, in this case with regard to paper Form 144 submissions....more

NYSE Temporarily Relaxes Shareholder Approval Requirements for Certain Equity Issuances

The SEC has approved and declared immediately effective an NYSE proposed rule change to waive, through June 30, 2020, and subject to compliance with conditions, application of certain of the shareholder approval requirements...more

SEC Offers Extended Filing Relief to Companies Hit by Coronavirus

Exchange Act Reports - On March 25, 2020, the Securities and Exchange Commission issued an exemptive order modifying its March 4, 2020 order granting regulatory relief for certain publicly-traded company filing obligations...more

SEC Offers Guidance – How COVID-19 Impacts Conducting the Annual Meeting

On March 13, 2020, the staff of the Securities and Exchange Commission issued guidance for conducting annual meetings in light of concerns caused by COVID-19....more

Companies Hit By Coronavirus Offered SEC Filing Relief

Exchange Act Reports - On March 4, 2020, the Securities and Exchange Commission announced conditional regulatory relief to public companies impacted by coronavirus (COVID-19) granting them extra time to file or furnish...more

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