SEC staff updates guidance on Section 13 beneficial ownership reporting rules

The SEC’s Division of Corporation Finance recently issued 18 revised Compliance and Disclosure Interpretations (C&DIs) relating to Exchange Act Sections 13(d) and 13(g) and Regulation 13D-G under the Exchange Act. This regulatory scheme requires beneficial owners of more than 5% of a class of voting equity securities registered under Exchange Act Section 12 to report their ownership and related information on either a Schedule 13D or a Schedule 13G. The filings inform the market about acquisitions of securities that could allow filers to control or influence control over an issuer.

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