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BCLP

UK Corporate Briefing - February 2026

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue we discuss...more

Troutman Pepper Locke

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

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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

McGuireWoods LLP

McGuireWoods Quarterly Securities & Capital Markets Update

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Welcome to the inaugural McGuireWoods’ Quarterly Securities & Capital Markets Update. Each edition will review important securities law developments from the previous quarter and alert readers of significant considerations...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...

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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

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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

Jones Day

SEC Enforcement in Financial Reporting and Disclosure: Fiscal 2025 Year-End Update

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Financial reporting and disclosure enforcement is a perennial priority for the U.S. Securities and Exchange Commission (“SEC”), but the change in presidential administrations in January 2025 ushered in a potentially new...more

Troutman Pepper Locke

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

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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...

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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

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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

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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

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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

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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

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

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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

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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

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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

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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

Tarter Krinsky & Drogin LLP

What's New for 2025 SEC Filings

As public reporting companies gear up for their 2025 SEC annual reports and proxy statements, most of the SEC’s recent disclosure rules are already in place. But a few new requirements and first-time milestones will apply to...more

BCLP

UK Corporate Briefing - November 2025

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. ...more

NAVEX

Watch Out for Hoax Reports to Your Hotline

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We’ve recently been made aware of an increase in anonymous hoax emails and online reports posted to multiple companies through their internal reporting systems. The wording of these posts were identical and alleged violation...more

Cooley LLP

Don’t Forget to Coordinate Your ‘EDGAR Next’ Enrollment for Mutual Insiders!

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We’ve blogged multiple times about how you should prepare to transition to the SEC’s new “EDGAR Next” platform (here’s our latest post). We are now in that transition period where some companies are voluntarily enrolling in...more

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