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Disclosure Requirements Securities and Exchange Commission (SEC) Equity Compensation

BCLP

Time to Get Ready for the 2024 Reporting Season

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As companies look ahead to the upcoming proxy and annual report season, the SEC has generated a number of new items to add to your compliance checklist – in addition to those covered in last year's list. Those items, along...more

Skadden, Arps, Slate, Meagher & Flom LLP

2023 Annual Meeting Filing and Disclosure Requirements

SEC Proxy Filing Requirements - File proxy card, Notice of Internet Availability and other soliciting materials with the SEC. In addition to filing the proxy statement, companies should confirm that the proxy card, the...more

BCLP

2022 Proxy Season - More Quick Hits

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In our November 2, 2021 blog post, we highlighted a number of considerations for the 2022 proxy season. Based on recent developments, the following are some additional items...more

WilmerHale

SEC Adopts SAB 120 to Address Spring-Loaded Compensation Awards

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Last week, the SEC announced the adoption of Staff Accounting Bulletin No. 120 (SAB 120), which provides guidance for companies as to how they should recognize and disclose the cost of providing “spring-loaded” awards to...more

BCLP

SEC Tightens Accounting for “Spring-Loaded” Equity Awards

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Spring-loading - awarding equity awards before announcing material good news - was in the headlines 15 years ago but still surfaces on occasion, notably when in July 2020 Kodak made large grants to executives the day before a...more

Locke Lord LLP

SEC Proposes Changes to Equity Compensation Rules

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The Securities and Exchange Commission, on November 24, 2020, proposed changes to the rules and forms that are used for compensatory securities offerings by both private and public companies. If adopted, the changes should...more

K&L Gates LLP

Keeping Up With the Times: SEC Proposes to Modernize Ability of Companies to Grant Equity Compensation

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Introduction - On 24 November 2020, the Securities and Exchange Commission (SEC) proposed rules that would significantly modernize and simplify the ability of companies to grant equity compensation to their workers under...more

BCLP

Securities and Corporate Governance Update – March 2019

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SEC Penalizes Company for Non-Compliance with Equal or Greater Prominence Requirement in Earnings Releases - In late December, the SEC settled its first “equal or greater prominence” enforcement action under its non-GAAP...more

BCLP

Securities and Corporate Governance Update – August 2018

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This newsletter discusses noteworthy updates, key regulatory decisions and upcoming compliance reminders. In this edition we review... ...more

Womble Bond Dickinson

SEC Adopts Final Rules to Update and Simplify Disclosure Requirements

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The U.S. Securities and Exchange Commission (SEC) has adopted final rules to eliminate redundant, duplicative, overlapping, outdated, or superseded disclosure requirements. These rules, adopted more than two years after the...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Solicits Comment on Modernizing the Rules and Forms for Stock-Based Compensation

On July 18, 2018, the Securities and Exchange Commission (SEC) issued a concept release soliciting public comment on ways to modernize Rule 701 and Form S-8 of the Securities Act of 1933 to account for recent developments...more

Harris Beach PLLC

SEC Amendment to Rule 701 May Expand the Use of Equity Compensation by Private Companies

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The Congressionally-mandated amendment aims to ease the disclosure burdens of private companies that grant compensatory stock to employees. Grants of securities to employees, including stock options, restricted stock and...more

A&O Shearman

Private Company Fined for Failure to Comply with Rule 701 in Option Exercises

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On March 12, 2018, the United States Securities & Exchange Commission (the “SEC”) fined a late-stage private company $160,000 as a result of its failure to comply with the enhanced disclosure requirements of Rule 701 in...more

White and Williams LLP

SEC Enforcement Action Shines Light on Equity-Based Compensation Disclosure Compliance of Private Companies

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On March 12, 2018, the US Securities and Exchange Commission (SEC) brought an action against Credit Karma, Inc., a Silicon Valley-based fintech company, for issuing stock options to its employees in violation of US securities...more

Parker Poe Adams & Bernstein LLP

Beefing Up Director Compensation Disclosures

With calendar year companies currently in the midst of drafting their proxy statements, it is time to consider the often overlooked director compensation disclosures. Changes in director compensation arrangements. ...more

Morrison & Foerster LLP - JOBS Act

House Passes Encouraging Employee Ownership Act

On February 3, 2016, the House passed H.R. 1675, the Encouraging Employee Ownership Act of 2015. The bill directs the SEC to revise regulations to require an issuer to furnish investors with additional specified disclosures...more

Latham & Watkins LLP

Coming to America – A Guide for FPIs

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In this Issue: - The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - Chapter 1: Background - Chapter 2: Unregistered Global Offerings – Regulation S, Rule 144A and...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Checklist of Matters to Be Considered for the 2015 Annual Meeting and Reporting Season"

As our clients and friends once again embark on preparations for their 2015 annual meeting and reporting season, we have compiled a checklist of the corporate governance, executive compensation and disclosure matters that we...more

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