News & Analysis as of

Insider Trading Foreign Private Issuers

Troutman Pepper Locke

Update: US Insider Reporting Requirements Coming for Directors and Officers of Foreign Private Issuers

Troutman Pepper Locke on

Effective March 18, 2026, officers and directors of foreign private issuers that have securities listed on a U.S. securities exchange or registered with the Securities and Exchange Commission (SEC) (for purposes of this...more

McDermott Will & Schulte

Foreign private issuer officers and directors required to file with the SEC under Section 16(a) of the Securities Exchange Act of...

On December 18, 2025, the Holding Foreign Insiders Accountable Act (the Act) was enacted as part of the 2026 National Defense Authorization Act. Effective March 18, 2026, the Act eliminates an exemption from the reporting...more

Dorsey & Whitney LLP

Prepare for the Worst, and Hope for the Best: Time to Begin Preparing for Section 16 Reporting by Insiders of SEC-reporting...

Dorsey & Whitney LLP on

As you may recall, the Holding Foreign Insiders Accountable Act (the HFIAA) was signed into law on December 18, 2025. In a nutshell, this means that directors and officers of foreign private issuers whose securities are...more

Carlton Fields

Officers and Directors of Foreign Private Issuers Will Be Subject to Section 16(a) Reporting Requirements

Carlton Fields on

Buried in the defense spending bill adopted in December 2025 is a provision amending Section 16(a) to extend insider reporting obligations to certain insiders of foreign private issuers (FPIs). The provision, dubbed the...more

Sheppard Mullin Richter & Hampton LLP

Section 16(a) Reporting Obligations to Apply to Officers and Directors of Foreign Private Issuers Starting March 18, 2026

On December 18, 2025, the Holding Foreign Insiders Accountable Act (“HFIAA”) was enacted as part of the FY 2026 National Defense Authorization Act. This new law amends Section 16(a) of the Securities Exchange Act of 1934, as...more

Troutman Pepper Locke

US Insider Reporting Requirements Coming for Directors and Officers of Foreign Private Issuers

Troutman Pepper Locke on

Officers and directors of certain foreign private issuers[1] that have securities listed on a U.S. securities exchange or registered with the Securities and Exchange Commission (SEC) (for purposes of this alert, FPIs) will...more

Seward & Kissel LLP

The End of the Exemption from Filing Statements of Beneficial Share Ownership for Officers and Directors of Foreign Private...

Seward & Kissel LLP on

On December 18, 2025, President Trump signed into law the National Defense Authorization Act for Fiscal Year 2026, which contained a provision eliminating certain reporting exemptions for SEC-registered companies qualifying...more

Ballard Spahr LLP

New Law Extends Insider Reporting Requirements to Foreign Private Issuers

Ballard Spahr LLP on

President Trump signed a law late last week that amends Section 16(a)(1) of the Securities Exchange Act of 1934, as amended, to subject foreign private issuers (FPIs) to the reporting requirements for directors, officers, and...more

Morrison & Foerster LLP

Section 16 Reporting Required for Foreign Private Issuers in 2026

Morrison & Foerster LLP on

On December 18, 2025, President Trump signed into law the Holding Foreign Insiders Accountable Act (HFIAA), which eliminates a long-standing exemption that enabled foreign private issuers (FPIs) to avoid insider reporting...more

Morgan Lewis

Section 16(a) Insider Reporting Extended to Foreign Private Issuer Officers and Directors

Morgan Lewis on

The National Defense Authorization Act for the US federal government’s 2026 fiscal year was signed into law on December 18, 2025. While primarily an annual defense bill establishing the budget and expenditures of the US...more

Lowenstein Sandler LLP

SEC’s Insider Reporting Obligations Extended to Foreign Private Issuers

Lowenstein Sandler LLP on

On December 18, 2025, President Donald Trump signed into law the National Defense Authorization Act for Fiscal Year 2026 (NDAA).1 Included in the NDAA is Section 8103, “Disclosures by Directors, Officers, and Principal...more

Cooley LLP

SEC Public Companies Enforcement: FY 2025 Review and What to Expect in 2026

Cooley LLP on

When Paul Atkins became the new chairman of the Securities and Exchange Commission (SEC) in April 2025, the market expected enforcement actions against public companies to decrease....more

Skadden, Arps, Slate, Meagher & Flom LLP

Foreign Private Issuers’ D&Os Will No Longer Be Exempt From Section 16(a) Insider Reporting Obligations

On December 18, 2025, as part of the FY 2026 National Defense Authorization Act, the Holding Foreign Insiders Accountable Act (HFIAA) was signed into law....more

Ropes & Gray LLP

Directors and Officers of FPIs Required to Begin Publicly Reporting Equity Ownership, Awards, and Transactions on March 18, 2026

Ropes & Gray LLP on

Beginning on March 18, 2026, directors and officers of foreign private issuers (“FPIs”) with equity securities registered under the Securities Exchange Act of 1934 (the “Exchange Act”) will be required to publicly file...more

DLA Piper

End Of An Era: FPIs Now Subject To Section 16 Reporting, New Requirements

DLA Piper on

For more than five decades, a significant advantage of “Foreign Private Issuer” (FPI) status was the exemption from the beneficial ownership reporting requirements and short-swing profit rules of Section 16 of the Securities...more

Wilson Sonsini Goodrich & Rosati

Foreign Private Issuer Insiders to Be Subject to Section 16(a) Reporting

On December 18, 2025, President Donald J. Trump signed the Fiscal Year 2026 National Defense Authorization Act (NDAA), which includes Section 8103, known as the “Holding Foreign Insiders Accountable Act.” The legislation...more

Jones Day

Amendments to Exchange Act Section 16(a) Extending Insider Reporting to Foreign Private Issuers Enacted

Jones Day on

President Trump has signed into law the Holding Foreign Insiders Accountable Act (the "Amendment"), which amends Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") to extend Section 16 "insider"...more

Mintz - Securities & Capital Markets...

Section 16 Insider Reporting to Apply to Foreign Private Issuers Beginning March 18, 2026

Effective March 18, 2026, directors and officers of U.S.-listed companies that qualify as foreign private issuers (FPIs) will be required to publicly report their equity holdings and transactions pursuant to Section 16(a) of...more

Sullivan & Worcester

Foreign Private Issuers’ Directors and Officers to Be Subject to Section 16 Reporting

Sullivan & Worcester on

Buried in the National Defense Authorization Act for Fiscal Year 2026, is a rule change that will subject foreign private issuers registered under the Securities Exchange Act of 1934 (Exchange Act) to certain aspects of...more

Morgan Lewis

SEC Forms Cross-Border Fraud Task Force: Key Considerations for International Companies

Morgan Lewis on

The US Securities and Exchange Commission has announced the formation of a cross-border task force to combat fraud. While the Commission’s press release specifically referenced market manipulation and “pump-and-dump” schemes...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Launches Cross-Border Task Force To Combat Fraud, Increasing Scrutiny on Foreign Issuers and Gatekeepers

On September 5, 2025, the Securities and Exchange Commission (SEC) announced the formation within its Division of Enforcement of a Cross-Border Task Force To Combat Fraud. The new task force is designed to strengthen...more

Saul Ewing LLP

Public Companies Quarterly Update (Q2 2025)

Saul Ewing LLP on

Welcome to Saul Ewing's Public Companies Quarterly Update series. Our intent is to, on a quarterly basis, highlight important legal developments of which we think public companies should be aware....more

White & Case LLP

Key Considerations for the 2025 Annual Reporting Season: Your Upcoming Form 20-F and other FPI-Specific Considerations

White & Case LLP on

With the inauguration of US President Trump on January 20, 2025, public companies await the impact of the new administration on the US Securities and Exchange Commission ("SEC"). President Trump's pick for the next SEC Chair,...more

Seward & Kissel LLP

Annual Report and Shareholder Meeting Season and Other Recent SEC Developments

Seward & Kissel LLP on

This memorandum summarizes key U.S. Securities and Exchange Commission (“SEC”) and stock exchange regulatory filing deadlines, new disclosure requirements and general tips and guidance for both U.S. domestic issuers and for...more

Husch Blackwell LLP

Looking Ahead to the 10-K and Proxy Season

Husch Blackwell LLP on

As the calendar year flips over to 2024, we want to remind registrants about several new rules that will impact disclosure for the 2023 Form 10-K and 2024 proxy season, update the status of some pending Securities and...more

31 Results
 / 
View per page
Page: of 2

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide