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Securities and Exchange Commission (SEC) Publicly-Traded Companies

Proskauer - Employee Benefits & Executive...

Executive Use of Corporate Aircraft: Navigating Tax, SEC Disclosure and Other Key Considerations

Companies are increasingly allowing their chief executive officers and, in certain circumstances, other executives to use corporate jets (which may be chartered flights or fractionally or fully owned aircraft) for personal...more

Mayer Brown Free Writings + Perspectives

Rethinking Disclosure: Reimagining Executive Compensation Rules

On June 26, 2025, the Securities and Exchange Commission (“SEC”) will host a roundtable to explore potential changes to executive compensation disclosure requirements.  This event, highlighted in the SEC’s official...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

Cooley LLP

Changes Brewing For Executive Compensation Disclosure Requirements?

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The Securities and Exchange Commission (SEC) last week announced that, on June 26, 2025, it will host a roundtable meeting to discuss potential updates to the existing executive compensation disclosure requirements. The...more

Polsinelli

Blockchain+ Bi-Weekly; Highlights of the Last Two Weeks in Web3 Law: May 22, 2025

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The Polsinelli Blockchain+ team attended Consensus last week in Toronto, where a key takeaway was the increasing engagement by major traditional financial players with the blockchain industry, both through integrating the...more

Allen Matkins

Should Nevada Corporations Say Goodbye To Ratification Of Auditor Appointments?

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According to this Form 8-K filed on April 29, 2025, Tripadvisor, Inc. finally completed its reincorporation from Delaware to Nevada by means of a statutory conversion, which it erroneously denominated a...more

Foley Hoag LLP - Public Companies & the Law

SEC Issues New C&DIs re: Compensation Clawback Disclosures and De-SPACs

On April 11, 2025, the Division of Corporation Finance issued new compliance and disclosure interpretations (C&DIs), six of which relate to executive compensation clawback disclosures and one of which relates to the...more

Mayer Brown

Shareholder Proposals in the Wake of Staff Legal Bulletin 14M

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As we previously addressed here, on February 12, 2025, the Staff of the U.S. Securities and Exchange Commission’s Division of Corporation Finance published Staff Legal Bulletin 14M (“SLB 14M”). Among other things, SLB 14M...more

Cooley LLP

The SEC’s Upcoming June 26th Executive Pay Roundtable

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On Friday, the SEC announced that it would host a roundtable on executive compensation disclosure requirements on June 26th with investor and public company representatives (and others) as part of the process “to ensure that...more

Ropes & Gray LLP

Is U.S. Conflict Minerals Disclosure Nearing an End?

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SEC Commissioner Mark Uyeda took a pretty big swing at the U.S. Conflict Minerals Rule in his prepared remarks yesterday at Practical Law Institute’s annual “SEC Speaks” conference. Here’s what the Commissioner had to say: If...more

Latham & Watkins LLP

EDGAR Next: FAQs for Section 16 Reporting Persons

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On March 24, 2025, the SEC’s new filing system, “EDGAR Next,” went live. This transition has left Section 16 reporting persons with various questions about what they need to do and by when....more

Stinson - Corporate & Securities Law Blog

Is There a Simplification of the SEC’s Executive Compensation Rules in the Works?

The SEC announced today that it will host a roundtable on June 26, 2025, to discuss executive compensation disclosure requirements. The roundtable’s agenda and speakers will be disclosed at a later date....more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Spring 2025

In this issue of The Informed Board, we go behind all the talk about companies reincorporating in states other than Delaware. In our lead article and our podcast, we point out that few companies actually moved, and we explain...more

Fenwick & West LLP

NYSE Changes Rules on Initial Period Fees, How It Evaluates Listing Applications from Companies Outside North America

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The New York Stock Exchange (Exchange) has recently adopted two rule changes, one to reduce fees for the initial period of a company’s listing on the Exchange and another to formally expand the universe of holders that will...more

DLA Piper

Eighth Circuit Indefinitely Pauses SEC Climate Rule Litigation: Key Implications for Public Companies

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The US Court of Appeals for the Eighth Circuit recently granted the Motion to Hold Case in Abeyance (the Motion) in Iowa v. US Securities and Exchange Commission – the case challenging the SEC’s 2024 climate disclosure rules...more

Latham & Watkins LLP

Is the SEC Clawback Rule Unlawful?

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Nasdaq and NYSE-listed companies must have a compensation recovery policy that complies with the Securities and Exchange Commission’s clawback rule. The rule requires the clawback of executive compensation after an accounting...more

Cooley LLP

The Coming SEC-PCAOB Merger? Arguments Against Abolishing the PCAOB

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The House Financial Services Committee voted to include a provision in the 2025 budget reconciliation bill that would abolish the PCAOB. The proposal would reassign PCAOB functions to the SEC....more

Skadden, Arps, Slate, Meagher & Flom LLP

Conflict Minerals Disclosures Due June 2, 2025

Conflict minerals disclosures on Forms SD are required to be filed with the Securities and Exchange Commission (SEC) no later than June 2, 2025.1 The conflict minerals disclosure rules and related guidance have remained at a...more

Carlton Fields

SEC Continues Renewal Project for Registered Capital Raises - Expanding Use of Draft Filings May Counter Abandonment of Public...

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More than a decade has passed since the enactment of the Jumpstart Our Business Startups (JOBS) Act, which encouraged small-company capital formation through a reduction in costly regulatory burdens on SEC registrants. In...more

Fenwick & West LLP

SEC OKs Nasdaq's Changes to Initial Listing Reqs

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The SEC recently approved Nasdaq’s proposed changes to the initial listing requirements related to liquidity. Nasdaq proposed to change Listing Rules 5405 and 5505 to...more

Allen Matkins

Issuer Retreats From Racial Share Allocation Scheme

Allen Matkins on

In February, I wrote about a proposed offering that involved a racially based share allocation scheme. Last month, it appeared that the offering was stalled at the Securities and Exchange Commission. Recently, the company,...more

Verrill

"EDGAR Next" Goes Live

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On March 24, 2025, the rule and form amendments to EDGAR that were adopted by the Securities and Exchange Commission (“SEC”) on September 27, 2024 became effective and the EDGAR Next dashboard went live. These amendments are...more

Keating Muething & Klekamp PLL

Checking the Box(es): SEC Issues New Guidance Clarifying Clawback Expectations

On April 11, 2025, the Staff of the SEC’s Division of Corporation Finance released six Compliance and Disclosure Interpretations (“C&DIs”) that address the Form 10-K restatement checkboxes and related disclosures under Item...more

Fenwick & West LLP

Eighth Circuit Directs SEC to Reveal Plans for Climate Disclosure Rule

Fenwick & West LLP on

On April 24, 2025, the U.S. Court of Appeals for the Eighth Circuit ordered that the litigation challenging the validity of the Securities and Exchange Commission's (SEC) climate disclosure rule be “held in abeyance pending...more

Cooley LLP

Texas Stock Exchange? Could Become a NYSE and Nasdaq Competitor

Cooley LLP on

My mind was sort of blown when I read this recent press release saying that the Texas Stock Exchange (TXSE) had filed this Form 1 application to register as a national securities exchange. I was tripping because the TXSE was...more

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