News & Analysis as of

Disclosure Form 10-K

KPMG Board Leadership Center (BLC)

On the 2025 compensation committee agenda

In 2025, the business environment will continue to be challenging, with increasing uncertainty and disruptions impacting companies and their employees. Emerging technologies are rapidly retooling, if not revolutionizing,...more

Vinson & Elkins LLP

Two High Court Securities Cases Could Clarify Pleading Rules

Vinson & Elkins LLP on

In granting certiorari in Facebook Inc. v. Amalgamated Bank and Nvidia Corp. v. E. Ohman J:or Fonder AB, the U.S. Supreme Court signaled its intention to provide further guidance concerning application of the heightened...more

Morrison & Foerster LLP

Supreme Court to Address Whether Risk Disclosures Can Be False or Misleading

On June 10, 2024, the United States Supreme Court agreed to hear argument in Facebook, Inc. v. Amalgamated Bank, No. 23-980, to address whether risk disclosures can be false or misleading if they do not describe a risk that...more

Fenwick & West LLP

Cybersecurity Disclosure is Under the SEC Spotlight: Is Your Company Ready?

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Cyber incidents are among the fastest-growing existential threats to publicly traded companies. More than a technical headache, breaches can materially impact your bottom line—and the mere news of an incident can send stocks...more

Cozen O'Connor

SEC Orders Stay of New Share Repurchase Disclosure Modernization Rule Until Further Notice

Cozen O'Connor on

On November 22, 2023, the Securities and Exchange Commission (SEC) issued an order to stay the effective date of its Share Repurchase Disclosure Modernization rules adopted in May 2023. The rules, which became effective on...more

Bass, Berry & Sims PLC

Fifth Circuit Requires SEC to Revisit Share Repurchase Disclosure Rules

Bass, Berry & Sims PLC on

On October 31, the U.S. Court of Appeals for the Fifth Circuit (Fifth Circuit) issued an opinion finding that the U.S. Securities and Exchange Commission (SEC) violated the Administration Procedure Act when adopting recent...more

Wilson Sonsini Goodrich & Rosati

SEC Adopts Cybersecurity Disclosure Rules

On July 26, 2023, the U.S. Securities and Exchange Commission (SEC) announced that it adopted final rules requiring disclosure by public companies of material cybersecurity incidents in a Current Report on Form 8-K, and of...more

White & Case LLP

Ten Key Considerations for the 2023 Annual Reporting and Proxy Season Part I: Form 10-K Considerations

White & Case LLP on

Part I of our two-part series identifies our Public Company Advisory Group's 10 important considerations when preparing Annual Reports on Form 10-K in 2023, organized in two categories: 1. Six Housekeeping Considerations:...more

White & Case LLP

Key Considerations for the 2022 Annual Reporting and Proxy Season

White & Case LLP on

This memorandum outlines key considerations for U.S. public companies in preparation for the 2022 annual reporting and proxy season.   ▪️ Part I of this memo, which was published in January 2022, describes key...more

Bass, Berry & Sims PLC

Behind the SEC Curtain - Practical Tips for Interacting with the SEC Staff

Bass, Berry & Sims PLC on

I recently presented to the Corporate & Securities Law Committee of the Association of Corporate Counsel (ACC) on the topic entitled “Behind the SEC Curtain: Practical Tips for Interacting with the SEC Staff.” The...more

Cooley LLP

Blog: Highlights From Panels With Current And Former Staff Of Corp Fin

Cooley LLP on

Below are some highlights (from my notes) of the PLI Securities Regulation Institute panel discussions Thursday and Friday with the Corp Fin staff (Keith Higgins, Shelley Parratt, David Fredrickson, Michele Anderson, Karen...more

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