News & Analysis as of

Form 8-K Reporting Requirements

Wyrick Robbins Yates & Ponton LLP

SEC Issues Additional Guidance on Form 8-K Cybersecurity Disclosures

The Securities and Exchange Commission (the “SEC”) has issued five compliance and disclosure interpretations related to the disclosure of material cybersecurity incidents under Item 1.05 of Form 8-K....more

Alston & Bird

SEC Corporation Finance Provides Additional Guidance on the Disclosure of Material Cybersecurity Incidents in Form 8-K

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On June 24, 2024, the Division of Corporation Finance (“Corp Fin”) of the Securities and Exchange Commission (“SEC”) issued five new Compliance and Disclosure Interpretations (“C&DIs”) related to the disclosure of “material”...more

Jenner & Block

Client Alert: The SEC’s Approach to Cybersecurity Disclosure Decisions

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The SEC’s Director of Corporation Finance, Erik Gerding, recently issued two statements regarding a public company’s disclosure obligations in response to a cybersecurity incident. These remarks follow the adoption of the...more

BakerHostetler

The SEC’s Regulation of Cybersecurity Continues

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The Securities and Exchange Commission entered into a resolution agreement with R.R. Donnelley & Sons (RRD) on June 18, 2024 with RRD agreeing to pay $2.125 million to resolve disclosure and control violations alleged by the...more

Fenwick & West LLP

SEC Releases New 8-K CDIs for Item 1.05 - Cybersecurity Incidents

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On June 24, 2024, the SEC released five new CDIs on Material Cybersecurity Incidents. Please see a high-level summary below...more

Mayer Brown Free Writings + Perspectives

SEC Announces New Cybersecurity Interpretations

The SEC’s Division of Corporation Finance yesterday published five new Compliance and Disclosure Interpretations, or “C&DIs,” all concerning Item 1.05 of Exchange Act Form 8-K, Disclosure of Cybersecurity Incidents....more

Wyrick Robbins Yates & Ponton LLP

Living in a Material World: SEC Clarifies Expectations Regarding Form 8-K Disclosure of Material Cybersecurity Incidents

Last month, the Director of the Division of Corporation Finance (“Director”) of the Securities and Exchange Commission (“SEC”) issued new guidance regarding disclosures of material cybersecurity incidents via Form 8-K under...more

Mintz - Privacy & Cybersecurity Viewpoints

SEC Issues New Statement on Cybersecurity Incident Disclosure

Last week, Erik Gerding, Director of the SEC’s Division of Corporation Finance (the Division), issued a statement providing clarification regarding the disclosure of cybersecurity incidents by reporting companies. This...more

Goodwin

SEC Staff Makes Clear That Cybersecurity Incident Disclosures Under Item 1.05 of Form 8-K Should Be Limited to Material...

Goodwin on

On May 21, 2024, Erik Gerding, director of the Division of Corporation Finance of the U.S. Securities and Exchange Commission (SEC), issued a statement with clarifying guidance on cybersecurity incident disclosure under Item...more

BCLP

SEC Staff Issues Guidance for Reporting Cybersecurity Incidents Under Item 1.05 Versus Item 8.01 of Form 8-K

BCLP on

On May 21, 2024, the Director of the SEC’s Division of Corporation Finance issued a statement providing guidance on the use of Item 1.05 of Form 8-K to disclose cybersecurity incidents....more

Wiley Rein LLP

Darned if You Do, Darned if You Don’t: Recent Lessons from the SEC On Cyber Reporting

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The Security and Exchange Commission (SEC) Director of the Division of Corporate Finance, Erik Gerding, released a statement on May 21, 2024 that may have regulated entities scratching their heads about compliance and the...more

Wilson Sonsini Goodrich & Rosati

Corp Fin Issues Guidance on Disclosure of Cybersecurity Incidents

On May 21, 2024, Erik Gerding, the Director of the Division of Corporation Finance at the U.S. Securities and Exchange Commission (SEC), released a statement (statement) on the disclosure of cybersecurity incidents. This...more

Mayer Brown Free Writings + Perspectives

Avoiding Cybersecurity Incident Overdisclosure:  Helpful Guidance

In a statement yesterday, the Director of the SEC’s Division of Corporation Finance commented on the relatively new Form 8-K Item 1.05 requirement.  Last summer when the SEC adopted the final rules relating to cybersecurity...more

Stinson - Corporate & Securities Law Blog

SEC Director of Corporation Finance Speaks to Cybersecurity Disclosures

Erik Gerding, Director, Division of Corporation Finance, released a statement on the preferred methods to disclose certain cybersecurity incidents.  Mr. Gerding noted “The cybersecurity rules that the Commission adopted on...more

WilmerHale

8 Questions To Ask Before Final CISA Breach Reporting Rule

WilmerHale on

On April 4, the Cybersecurity and Infrastructure Security Agency published a notice of proposed rulemaking setting out mandatory reporting requirements for covered entities that experience cybersecurity incidents or make...more

Paul Hastings LLP

Key Takeaways from SEC Speaks 2024 Event

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Last week, Paul Hastings attended the Securities and Exchange Commission (SEC) Speaks 2024 event presented by the Practising Law Institute (PLI) in cooperation with the SEC on April 1 and 2. The SEC Speaks program provides...more

Polsinelli

The SEC Raises the Stakes: New Cybersecurity Rules for Publicly Traded Companies Hit the Books in 2023

Polsinelli on

In 2023, the U.S. Securities and Exchange Commission (“SEC”) issued its now-fully implemented Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure Rule. The Rule reflects the reality that cybersecurity...more

Sheppard Mullin Richter & Hampton LLP

For Limited Use Only: Guidance on National Security Delay Determinations under the SEC Cyber Reporting Rule

On December 12, 2023, the Department of Justice (“DOJ”) issued guidance related to the process by which companies may request the United States Attorney General authorize delays of cyber incident disclosures, pursuant to a...more

Paul Hastings LLP

FBI, DOJ, and SEC Publish Guidance on Requesting Delayed Reporting of Item 1.05, Material Cybersecurity Incidents, on Form 8-K

Paul Hastings LLP on

On July 26 2023, the Securities and Exchange Commission (SEC) adopted final rules intended to enhance and standardize disclosures of cybersecurity risk management, strategy, governance, and incident reporting by public...more

Hogan Lovells

Agencies issue guidance on delayed SEC reporting of material cybersecurity incidents - SEC Update

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Since December 18, 2023 public companies other than smaller reporting companies are required to report a cybersecurity incident under Item 1.05 of Form 8-K within four business days after the company determines the incident...more

Paul Hastings LLP

Public Company Watch: December 2023

Paul Hastings LLP on

In the December Public Company Watch, we cover key issues impacting public companies, including a preview of the SEC’s latest regulatory agenda, an update regarding the Fifth Circuit vacating the SEC’s share repurchase rules,...more

Lowenstein Sandler LLP

The SEC Cybersecurity Rules Are Now Effective: What You Need to Know and Do Now

Lowenstein Sandler LLP on

The Rules on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure by Public Companies (the “Cybersecurity Rules”), which the Securities and Exchange Commission (SEC) had adopted earlier this year,...more

Skadden, Arps, Slate, Meagher & Flom LLP

FBI, DOJ and SEC Publish Guidance on Requesting Delayed Reporting of Material Cyber Incidents on Form 8-K: Takeaways for CISOs and...

The U.S. Securities and Exchange Commission (SEC) adopted final rules in 2023 that are intended to enhance and standardize disclosures regarding cybersecurity risk management, strategy, governance and incident reporting by...more

Wiley Rein LLP

SEC Breach Reporting Rules Effective as of December 18

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For most filers, the U.S. Securities and Exchange Commission’s (SEC) new Form 8-K rules for reporting material cybersecurity incidents took effect yesterday, December 18, 2023. The rule has been controversial and created some...more

WilmerHale

It’s December 18, 2023: Do You Know Where Your Cybersecurity Disclosure Controls and Procedures Are

WilmerHale on

The requirement to disclose material cybersecurity events under new Item 1.05 of Form 8-K takes effect today (other than for smaller reporting companies, for which the new requirement will take effect on June 15, 2024)....more

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