News & Analysis as of

Reporting Requirements Disclosure Requirements Cyber Incident Reporting

Davis Wright Tremaine LLP

Regulatory Reset? U.S. Cyber Incident Reporting Rules Face Congressional Scrutiny

Lawmakers expressed bipartisan support for significantly amending or eliminating some cybersecurity incident notification requirements during a recent hearing of the U.S. House Committee on Homeland Security's Subcommittee on...more

Wilson Sonsini Goodrich & Rosati

Snapshot: The First Year of Cybersecurity Incident Filings on Form 8-K Since Adoption of New Rules

In July 2023, the U.S. Securities and Exchange Commission (SEC) adopted final rules requiring public companies to report material cybersecurity incidents under new Item 1.05 of Form 8-K beginning on December 18, 2023. Our...more

A&O Shearman

FORMS 10-K AND 20-F - Preparing for your Annual report

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This guide discusses important themes and trends for the coming annual reporting season. It also includes a “housekeeping checklist” designed to assist you as you prepare your annual report. ANNUAL CYBERSECURITY...more

Troutman Pepper Locke

6 Considerations to Determine if a Cyber Incident Is Material

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In late June, the staff of the U.S. Securities and Exchange Commission’s Division of Corporation Finance released five new compliance and disclosure interpretations regarding the disclosure of material cybersecurity incidents...more

Latham & Watkins LLP

Recent Developments for Directors - November 2024

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SEC Penalizes Director for Misleading D&O Questionnaire Response - The SEC recently brought an enforcement action against a director for causing violations of the proxy rules by failing to disclose a close personal...more

White & Case LLP

SEC Enforcement Heats up on Key Public Company Topics: Cyber Disclosure, Director Independence and Regulation FD

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The U.S. Securities and Exchange Commission's ("SEC") Division of Enforcement has recently brought a spate of enforcement actions relating to key topics for public companies. These include enforcement actions related to...more

Mayer Brown

Trends in US Cybersecurity Regulation

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As cybersecurity rules proliferate, companies must navigate a maze of new, and often overlapping, proactive and reactive cybersecurity requirements and guidance. This Legal Update surveys new cybersecurity rules and...more

Society of Corporate Compliance and Ethics...

The SEC’s cybersecurity and disclosure rules: The questions compliance pros still have

The U.S. Securities and Exchange Commission (SEC) Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure rules officially went into effect in December 2023. Aimed at improving cybersecurity risk...more

Cooley LLP

SEC Enforcement mini-sweep charges hypothetical risk factors and other misleading cyber disclosures

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On Tuesday, the SEC announced settled charges against four companies for “making materially misleading disclosures regarding cybersecurity risks and intrusions. The charges against the companies, Unisys Corp., Avaya Holdings...more

Carlton Fields

Going Up: SEC Cyber Incident Reporting - Regulation S-P Amendments Take It to Next Level

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On May 16, 2024, the SEC breathed new life into its decades-old Regulation S-P, which requires firms to adopt policies and procedures for the protection of customer information and records. The amended rule balloons the...more

Troutman Pepper Locke

SEC Cybersecurity Incidents Disclosures: Materiality, Decryptors, and Ransom Payments - Dear Mary – Incidents + Investigations...

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I work for a public company that recently experienced a ransomware attack. Fortunately, we were able to restore our business operations quickly by obtaining a decryption key from the threat actor. Given that we managed to get...more

Steptoe & Johnson PLLC

New York Federal Court Refuses to Extend Accounting Controls Requirements to Cybersecurity Controls

Section 13(b)(2)(B) of the Securities Exchange Act of 1934 requires public companies to “devise and maintain a system of internal accounting controls.” In a recent opinion, a New York federal court rejected the Securities...more

Skadden, Arps, Slate, Meagher & Flom LLP

Takeaways From the Dismissal of SEC Claims Against SolarWinds and Its CISO

The U.S. District Court for the Southern District of New York has dismissed many of the Securities and Exchange Commission’s (SEC’s) claims against software development company SolarWinds and its chief information security...more

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

Cooley LLP

SEC charges RR Donnelley with control failures related to cybersecurity incident

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In this June Order, SEC Enforcement brought settled charges against R.R. Donnelley & Sons, a “global provider of business communications services and marketing solutions,” for control failures: more specifically, a failure to...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

Wilson Sonsini Goodrich & Rosati

Corp Fin Issues CDIs on Cybersecurity Incident Reporting

As part of its continuing efforts to clarify the application of the SEC’s rules regarding the disclosure of material cybersecurity incidents, on June 24, 2024, the Division of Corporation (Corp Fin) issued five new Compliance...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

Baker Donelson

[Webinar] New Privacy and Cybersecurity Regulations: What Financial Institutions Need to Know to Stay Compliant - June 13th, 10:00...

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The financial services industry has seen a litany of new data privacy and cybersecurity challenges through the first half of 2024. Financial institutions are facing unprecedented compliance hurdles resulting from the...more

Wilson Sonsini Goodrich & Rosati

SEC Expands Security and Breach Notification Requirements for Investment Firms

On May 16, 2024, the U.S. Securities and Exchange Commission (SEC) announced that it had adopted final amendments to its Regulation S-P (the Rule or Amended Rule), which governs “covered financial institutions’” treatment of...more

Goodwin

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

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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

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