On July 11, 2025, the Securities and Exchange Commission (“SEC” or the “Commission”) announced that it had settled an enforcement action against two individuals who were alleged to have engaged in insider trading. The SEC’s...more
7/16/2025
/ Compliance ,
Criminal Investigations ,
Disclosure ,
Enforcement Actions ,
FBI ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Markets ,
Fraud ,
Insider Trading ,
Penalties ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
White Collar Crimes
On January 13, 2025, the Securities and Exchange Commission (“SEC”) filed a settled enforcement action against Ashford Inc. (“Ashford” or “the Company”), a company that provides products and services to the real estate and...more
1/31/2025
/ Corporate Counsel ,
Cyber Incident Reporting ,
Cybersecurity ,
Data Breach ,
Data Privacy ,
Data Protection ,
Disclosure Requirements ,
Enforcement Actions ,
Publicly-Traded Companies ,
Regulatory Requirements ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The Securities and Exchange Commission (SEC) recently announced that United Parcel Service Inc. (UPS) has agreed to pay a $45 million penalty for materially misrepresenting its earnings by improperly valuing its UPS Freight...more
11/27/2024
/ Accounting ,
Corporate Counsel ,
Corporate Governance ,
Disclosure Requirements ,
GAAP ,
Internal Controls ,
Section 17(a) ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Fraud ,
Term Sheets ,
UPS ,
Valuation
The first half of 2024 was eventful in the world of environmental, social and governance (“ESG”). Although ESG continued to lose the market tailwinds that have pushed it forward in recent years, regulatory pressures both...more
10/18/2024
/ Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Federal Trade Commission (FTC) ,
Greenwashing ,
Non-Compete Agreements ,
Proxy Season ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
Sustainability
For more than a decade, the U.S. Securities and Exchange Commission (the “SEC”) has been able to bring enforcement actions in either federal court or the agency’s internal venue. Not anymore. On June 27, 2024, the U.S....more
7/1/2024
/ Administrative Law Judge (ALJ) ,
Administrative Proceedings ,
Article III ,
Civil Monetary Penalty ,
Enforcement Actions ,
Jury Trial ,
Public Rights Doctrine ,
SCOTUS ,
SEC v Jarkesy ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Securities Fraud ,
Seventh Amendment
On April 12, 2024, the U.S. Supreme Court unanimously held that, in the absence of an otherwise misleading statement, a failure to disclose information required by Item 303 of Regulation S-K (“Item 303”) does not support a...more
4/18/2024
/ Disclosure Requirements ,
Failure To Disclose ,
Financial Services Industry ,
Macquarie Infrastructure Corp v Moab Partners LP ,
Omissions ,
Rule 10(b) ,
Rule 10b-5 ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Securities Regulation ,
Securities Violations
Public companies are now required to comply with new cybersecurity disclosure requirements in their Annual Reports on Form 10-K for fiscal years ending on or after December 15, 2023. In preparing this cybersecurity...more
3/5/2024
/ Annual Reports ,
Chief Information Security Officer (CISO) ,
Cyber Incident Reporting ,
Cybersecurity ,
Disclosure Requirements ,
Form 10-K ,
Form 8-K ,
Popular ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
SolarWinds
On November 14, the Securities and Exchange Commission (“SEC”) published its 2023 annual enforcement report which revealed a continuation of 2022’s record-setting enforcement activity.1 The SEC imposed $4.95 billion in...more
Recent enforcement actions brought by the Securities and Exchange Commission (“SEC”) signal that the SEC is paying close attention to public company financial reporting and will continue to punish misleading accounting and...more
On July 26, 2023, the Securities and Exchange Commission (“SEC”) voted to approve final rules governing cybersecurity disclosures of public companies (“Final Rules”). The Final Rules make meaningful changes to the current and...more
On May 5, 2023, the Securities and Exchange Commission (“SEC”) issued an order (the “Order”)1 providing that it would pay a $279 million award to a whistleblower who assisted with the enforcement of an action by the SEC and...more
On March 15, 2023, the Securities Exchange Commission (“SEC”) issued three additional proposed rules that would expand the reach of the agency’s current cybersecurity guidance to new entities and augment existing...more
On March 14, 2023, the Securities and Exchange Commission (“SEC”) issued a cease-and-desist order (the “Order”)1 and charged DXC Technology Company (“DXC”), an IT company based in Virginia, with violations of Rule 100(b) of...more
Over the last several weeks, federal regulators and prosecutors have sent a strong signal to company executives that they will be using every tool in their arsenal to combat insider trading. The government’s crackdown has...more
On February 22, 2023, the Securities and Exchange Commission (“SEC”) issued a cease-and-desist order (the “Order”) charging African Gold Acquisition Corp. (“African Gold”) with multiple violations of the Securities Exchange...more
On January 9, 2023, the Securities and Exchange Commission (“SEC”) issued a cease-and-desist order (the “Order”)1 charging McDonald’s Corporation (“McDonald’s”) and its ex-CEO, Stephen Easterbrook, with multiple disclosure...more
1/25/2023
/ Breach of Duty ,
Cease and Desist Orders ,
CEOs ,
Civil Monetary Penalty ,
Compensation ,
Disclosure ,
Disclosure Requirements ,
Executive Compensation ,
Failure To Disclose ,
Fraternization Policies ,
Internal Investigations ,
McDonalds ,
Principal Executive Officer ,
Proxy Statements ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Separation Agreement ,
Termination for Cause
On November 15, 2022, the Securities and Exchange Commission (“SEC”) announced its 2022 enforcement statistics. Notable amongst the data was the news that the SEC had filed 760 total enforcement actions in fiscal year 2022, a...more
On September 21, 2022, the Securities and Exchange Commission (“SEC”) announced the settlement of insider trading charges against the CEO of Cheetah Mobile Inc. (“Cheetah”) and the company’s former president....more
In a recent Securities and Exchange Commission (“SEC”) enforcement action, the SEC concluded that a registered broker-dealer and investment adviser (the “Firm”) violated Rule 30 of Regulation S-P by failing to adopt...more
On March 9, 2022, the Securities and Exchange Commission (“SEC”) announced Proposed Rules on cybersecurity risk management, strategy, governance, and incident disclosure (“Proposed Rules”) to address concerns of increasing...more
On May 6, 2022, the Securities and Exchange Commission (“SEC”) announced a $5.5 million settlement of charges against NVIDIA Corporation (“NVIDIA”) for allegedly failing to adequately disclose in the Management’s Discussion...more
On April 18, 2021, the Securities and Exchange Commission (“SEC”) announced the fourth enforcement action arising from its EPS Initiative, charging Rollins Inc. (“Rollins”) and its former chief financial officer (“CFO”) with...more
On March 9, 2022, the Securities and Exchange Commission (“SEC”) announced Proposed Rules on cybersecurity risk management, strategy, governance, and incident disclosure (“Proposed Rules”) to address concerns of increasing...more
On March 9, 2022, the Securities and Exchange Commission (“Commission”) issued its much-anticipated proposed rule amendments which would mandate certain cybersecurity disclosures for public companies (“Proposed Rules”)....more
The Securities and Exchange Commission (“SEC”) recently issued its annual enforcement report, which analyzes enforcement patterns and emerging priorities in the fiscal year (“FY”) ending September 30, 2021. Challenges born in...more