News & Analysis as of

Privately Held Corporations Rule 701

Goodwin

Private Companies: Time to Consider Repricing Underwater Stock Options?

Goodwin on

​​​​​​​Given recent market trends, many private companies have  seen valuations decline significantly, resulting in an increasing  number of service providers holding “underwater” or “out of  the money” stock options. As a...more

BCLP

The SEC Experiments: Proposed Amendments to Include Certain Gig Workers in Compensatory Offerings under Rule 701 and Form S-8

BCLP on

The SEC recently voted to approve proposed amendments to Rule 701 and Form S-8 governing the offer or sale of securities to employees through compensation programs. The proposed amendments provide for a temporary, five-year...more

Holland & Hart - The Benefits Dial

Trouble Ahead, Trouble Behind, and You Know Rule 701 Just Crossed My Mind

This week we’re changing the station on the Benefits Dial to remind private companies who are granting securities to their employees of the importance of complying with Rule 701. Rule 701 of the Securities Act of 1933...more

Pillsbury Winthrop Shaw Pittman LLP

California’s New Law on Corporate Blockchain Use

Legislation allows corporations to use blockchain technology to record stock issuance and transfers. A new California law will allow certain corporations to use blockchain technology for certain corporate records; privately...more

Farrell Fritz, P.C.

Gig Stock: Extension of Rule 701 Exemption for Compensatory Equity Proposed for Gig Economy Participants

Farrell Fritz, P.C. on

Private companies in the gig economy like Uber, Airbnb and GrubHub would love to issue compensatory equity to their platform participants, just like they’re able to do with their employees. ...more

Harris Beach PLLC

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

Harris Beach PLLC on

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

SEC Issues Final Rules to Increase Rule 701 Enhanced Disclosure Threshold

A&O Shearman on

Publishes Concept Release to Explore Rule 701 and Form S-8 Reform - The Adopting Release - On June 18, 2018, the Securities and Exchange Commission (SEC) issued final rules to amend Securities Act Rule 701, which...more

Stinson - Corporate & Securities Law Blog

SEC Raises Threshold for Additional Disclosures Under Rule 701

Rule 701 under the Securities Act of 1933 provides an exemption from registration for securities issued by non-reporting companies pursuant to compensatory arrangements. ...more

Proskauer - The Capital Commitment

Unicorns: The Tale Continues

Potential disputes involving unicorns have been a hot topic for the last several years. We predicted that would continue this year in in our webinar and related blog post: The Top Ten Regulatory and Litigation Risks for...more

A&O Shearman

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

A&O Shearman on

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

Fenwick & West LLP

SEC Fines Private Company in First Enforcement Action Resulting from Rule 701 Option Grants Investigation

Fenwick & West LLP on

The U.S. Securities and Exchange Commission brought an action against San Francisco-based Credit Karma on March 12 for issuing employee stock options without a valid registration exemption because the issuer failed to satisfy...more

Fenwick & West LLP

SEC's Latest Guidance Clarifies Rule 701 Disclosure Delivery Requirements

Fenwick & West LLP on

The U.S. Securities and Exchange Commission (SEC) on November 6, 2017, clarified the requirements for delivering financial and other disclosures to employees and other service providers receiving options and other equity...more

Sheppard Mullin Richter & Hampton LLP

At Last! Relaxation of Federal Securities Regulations for Private Company Stock Incentive Awards may be on the Horizon

Many privately held companies rely on equity compensation awards (typically stock options) to recruit, retain and motivate key employees and other service providers. The issuance of such equity compensation awards generally...more

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