Pursuant to the Securities Exchange Act, the Investor Advocate is required to file two reports annually with the Committee on Banking, Housing and Urban Affairs of the Senate and the Committee on Financial Services of the...more
On June 23, 2025, the House of Representatives (the “House”) passed seven bills relating to capital formation. As discussed in a previous post, these bills were reported to the House by the House Committee on Financial...more
On June 4, 2025, the U.S. Securities and Exchange Commission (the “Commission” or “SEC”) issued a concept release soliciting public comment on the definition of foreign private issuer (“FPI”), particularly on whether the...more
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
5/20/2025
/ Corporate Governance ,
Investment ,
New Guidance ,
Proxy Season ,
Proxy Statements ,
Publicly-Traded Companies ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Shareholder Proposals ,
Shareholders
At yesterday's Practising Law Institute’s SEC Speaks program, Securities and Exchange Commission (“SEC”) Chair Paul Atkins shared his views on a wide range of topics. Chair Atkins touched on innovation at the SEC, FinHub and...more
The Securities and Exchange Commission’s (SEC) Small Business Capital Formation Advisory Committee (the “Committee”) will meet on May 6, 2025 to consider the market impact and challenges associated with Regulation A....more
Introduction -
Convertible bonds are, customarily, fixed rate debt instruments issued by a company (the “issuer”), the terms of which allow the holders of the bonds to convert them into ordinary shares (common stock) of...more
On March 27, 2025, the Securities and Exchange Commission (SEC) voted to end its defense of the climate-related disclosure rules, which, even as scaled back when finally adopted, still would have required fairly substantial...more
On March 20, 2025, the SEC’s Staff of the Division of Corporation Finance (the “Division”) issued a statement providing its views that crypto mining activities (as defined in its statement) do not involve the offer and sale...more
The current proxy season presents new challenges and opportunities for U.S. companies as they face shifting expectations regarding board diversity. There are a number of notable developments. The Fifth Circuit Court of...more
Acting SEC Chair Uyeda spoke at the Institute of International Bankers’ (IIB) Annual Washington DC Conference on March 11, 2025, about the U.S. Treasury markets.
Acting Chair Uyeda discussed the regulation of exchanges....more
On March 3, 2025, the Staff of the Division of Corporation Finance of the Securities and Exchange Commission (the “SEC”) announced a new policy, with immediate effect, expanding the accommodations available for issuers that...more
3/7/2025
/ Capital Markets ,
Compliance ,
Disclosure Requirements ,
Filing Requirements ,
Initial Public Offering (IPO) ,
Publicly-Traded Companies ,
Registration Requirement ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation ,
Special Purpose Acquisition Companies (SPACs)
The U.S. Securities and Exchange Commission’s Investor Advisory Committee (the “Committee”) will meet March 6, 2025. During this meeting, the Committee will present its recommendations to the SEC concerning traceability...more
Yesterday, the Staff of the Division of Corporation Finance of the Securities and Exchange Commission announced a new policy permitting confidential submission of registration statements in additional circumstances in order...more
On February 28, 2025, House Financial Services Committee Chairman French Hill (R-AR), Senate Banking Committee Chairman Tim Scott (R-SC), and Senator Tom Cotton (R-AR) sent a letter (the “Letter”) to Securities and Exchange...more
On February 25, 2025, the SEC extended the compliance dates for Rule 17ad-22(e)(18)(iv)(A) and (B) under the Securities Exchange Act for eligible cash market transactions by one year to December 31, 2026, and for eligible...more
The SEC is set to hold an open meeting on February 26, 2025, to discuss extending compliance deadlines and granting temporary exemptions for covered clearing agencies (CCAs) handling U.S. Treasury securities. This review...more
On February 19, 2025, the Securities and Exchange Commission (the “Commission” or “SEC”) dropped its appeal of a ruling by the U.S. District Court for the Northern District of Texas (“District Court”) on November 6, 2024 that...more
On February 7, 2025, the US Securities and Exchange Commission (SEC) provided a temporary exemption from compliance with Rule 13f-2 under the Securities Exchange Act and the associated Form SHO reporting. Originally, the...more
The Securities and Exchange Commission (SEC) staff issued updated FAQs regarding Rule 35d-1 under the Investment Company Act of 1940 (the “Names Rule”) on January 8, 2025. These updates reflect amendments that were adopted...more
The Investment Company Institute (ICI) has asked the Securities and Exchange Commission (SEC) in a comment letter to delay enforcement of its new short sale disclosure rules (the “Short Sale Final Rules”) until additional...more
The Securities and Exchange Commission’s (SEC) Small Business Capital Formation Advisory Committee will meet on February 25, 2025 to discuss capital-raising challenges for emerging fund managers and smaller public companies...more
The Securities and Exchange Commission (SEC) announced that Mark T. Uyeda has been appointed Acting Chair. The Acting Chair has served as an SEC Commissioner since June 2022 and brings extensive experience to the role,...more
This Legal Update summarizes the US Securities and Exchange Commission’s 2025 calendar year filing deadlines and financial statement staleness dates....more
Here’s the deal:
• A Rule 10b5‐1 plan is a written securities trading plan that is designed to comply with Rule 10b5‐1(c) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)....more
1/15/2025
/ 10b5-1 Plans ,
Compliance ,
Corporate Governance ,
Disclosure Requirements ,
Insider Trading ,
Investors ,
MNPI ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation