In a significant turn of events on July 2, 2025, the SEC, SolarWinds Corp. and its Chief Information Security Officer (CISO), Timothy Brown, announced through a joint letter to the U.S. District Court for the Southern...more
7/18/2025
/ Cyber Attacks ,
Cyber Incident Reporting ,
Cybersecurity ,
Data Breach ,
Disclosure Requirements ,
Enforcement Actions ,
Investors ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Settlement ,
Settlement Negotiations ,
SolarWinds ,
Stays ,
Technology Sector
Like a fashion trend that never fails to come back in style (we look fabulous in baggy jeans, btw), we're revisiting SEC enforcement actions involving public company executive perquisites – or "perks" – a topic we have...more
1/31/2025
/ Cooperation ,
Corporate Governance ,
Disclosure Requirements ,
Employee Benefits ,
Enforcement Actions ,
Executive Compensation ,
Perks ,
Publicly-Traded Companies ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Settlement
2024 saw no change in the government's campaign to encourage self-reporting and cooperation. In the second installment of Season's Readings, we take a quick look at how the SEC treats self-reporting and how that differs...more
The SEC on Oct. 22, 2024, announced charges against four companies for allegedly making materially misleading disclosures concerning the impact of cybersecurity incidents associated with the compromised SolarWinds' Orion...more
10/31/2024
/ Chief Information Security Officer (CISO) ,
Civil Monetary Penalty ,
Corporate Governance ,
Cyber Attacks ,
Cyber Incident Reporting ,
Cybersecurity ,
Disclosure Requirements ,
Enforcement Actions ,
Form 8-K ,
Material Misrepresentation ,
Misleading Statements ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Software ,
SolarWinds
This Holland & Knight blog post is the second installment in a two-part series that examines the challenges to the U.S. Securities and Exchange Commission's (SEC) charges in its landmark case against SolarWinds Corp....more
7/29/2024
/ Board of Directors ,
Chief Information Security Officer (CISO) ,
Corporate Governance ,
Cyber Attacks ,
Cybersecurity ,
Data Breach ,
Disclosure Requirements ,
Enforcement Actions ,
Fraud ,
Incident Response Plans ,
Material Misrepresentation ,
Misleading Statements ,
Publicly-Traded Companies ,
Risk Mitigation ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
SolarWinds
The SEC has been aggressively pursuing cybersecurity investigations and enforcement actions against public companies and foreign private issuers. In these actions, the SEC often alleges one of two theories: 1) that the...more
7/8/2024
/ Chief Information Security Officer (CISO) ,
Corporate Governance ,
Cyber Incident Reporting ,
Cybersecurity ,
Data Protection ,
Disclosure Requirements ,
Enforcement Actions ,
Foreign Private Issuers ,
Form 8-K ,
Materiality ,
Misrepresentation ,
Professional Liability ,
Publicly-Traded Companies ,
Puffery ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Security and Privacy Controls ,
SolarWinds
The U.S. Securities and Exchange Commission's (SEC) Division of Corporation Finance Director Erik Gerding released a statement on May 21, 2024, addressing Disclosure of Cybersecurity Incidents Determined to be Material and...more
5/23/2024
/ Compliance ,
Compliance Dates ,
Corporate Governance ,
Cyber Incident Reporting ,
Cybersecurity ,
Disclosure Requirements ,
Form 8-K ,
Materiality ,
Publicly-Traded Companies ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The U.S. Securities and Exchange Commission (SEC) on March 6, 2024, adopted a new slate of standardized climate-related disclosure rules for public companies and foreign private issuers. Adopted by a 3-2 vote, the final rules...more
3/11/2024
/ Annual Reports ,
Climate Change ,
Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Final Rules ,
Financial Reporting ,
Foreign Private Issuers ,
Greenhouse Gas Emissions ,
Publicly-Traded Companies ,
Regulation S-K ,
Regulation S-X ,
Regulatory Agenda ,
Risk Assessment ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The U.S. Court of Appeals for the Fifth Circuit agreed recently to revisit a challenge to Nasdaq's board diversity rule. As we previously reported, a three-judge panel of the Fifth Circuit upheld the rule in October 2023....more
3/4/2024
/ Board of Directors ,
Corporate Governance ,
Disclosure Requirements ,
Diversity ,
Diversity and Inclusion Standards (D&I) ,
En Banc Review ,
Gender Equity ,
LGBTQ ,
Listing Standards ,
Nasdaq ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Woman Board Members
Although the SEC has long adhered to its Seaboard Report of Investigation to outline the analytical framework for the agency's cooperation program for companies, the exact benefits of self-policing, self-reporting,...more
11/17/2023
/ Administrative Proceedings ,
Civil Monetary Penalty ,
Cooperation ,
Corporate Counsel ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Internal Investigations ,
Non-Prosecution Agreements ,
Publicly-Traded Companies ,
Remediation ,
Securities and Exchange Commission (SEC) ,
Settlement ,
Voluntary Disclosure
We return once more to the issue of public company executive perquisites or "perks" – a topic we anticipated last year would "be a hot-button enforcement issue for the foreseeable future." We were not wrong. In light of the...more
7/11/2023
/ Compensation & Benefits ,
Cooperation ,
Corporate Governance ,
Enforcement Actions ,
Executive Compensation ,
Failure To Disclose ,
Perks ,
Publicly-Traded Companies ,
Regulatory Violations ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Self-Reporting
Public companies should be mindful not to interfere with or retaliate against whistleblowers, and stretching is best reserved for the yoga mat, not the numbers in a company's public disclosures. So says the U.S. Securities...more
6/12/2023
/ Anti-Retaliation Provisions ,
Dodd-Frank ,
Enforcement Actions ,
Publicly-Traded Companies ,
Retaliation ,
Rule 21F-17 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Violations ,
Severance Agreements ,
Whistleblower Awards ,
Whistleblower Protection Policies ,
Whistleblowers