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Disclosure Requirements › Securities › Regulation S-K

Vinson & Elkins LLP

Insights from the SEC Roundtable on Executive Compensation Disclosure Requirements

Vinson & Elkins LLP on

On June 26, 2025, the U.S. Securities and Exchange Commission (“SEC”) hosted a roundtable on executive compensation disclosure requirements. As noted in prior Insights, the SEC convened the roundtable to evaluate the...more

BCLP

U.S. Supreme Court to Hear Consequential Case Concerning Public Companies’ Risk-factor Disclosures

BCLP on

The U.S. Supreme Court has scheduled argument for November 6, 2024 in an important case involving risk-factor disclosures of public companies. At issue is whether a company’s risk disclosures can be treated as false or...more

Perkins Coie

Does Withholding of Taxes for an RSU Vesting Require Item 703 Disclosure?

Perkins Coie on

Item 703 of Regulation S-K requires, among other things, tabular disclosure of any purchase made by an issuer of shares that are registered under Section 12 of the Exchange Act. In our regular review of 10-K and 10-Q Item 703...more

Keating Muething & Klekamp PLL

Securities Snapshot: 1st Quarter 2024 - New Climate-Disclosure Rules Subject to Heat of Legal Challenges

Keating Muething & Klekamp PLL on

While your winter blues are hopefully melting away, recent rule making from the Securities and Exchange Commission is feeling the heat of several lawsuits. In this Snapshot, we review the legal challenges facing the SEC’s...more

Dorsey & Whitney LLP

Did You Remember These Developments for the 2020 SEC Reporting Season?

Dorsey & Whitney LLP on

Preparations for annual reporting on Form 10-K and the 2020 proxy season have begun in earnest for many companies. We have summarized certain governance and disclosure developments that should be considered in the course of...more

Cadwalader, Wickersham & Taft LLP

2016 Year In Review: Securities Litigation And Regulation

Cadwalader, Wickersham & Taft LLP on

2016 was an active year in securities litigation. In the first half of 2016 alone, plaintiffs filed 119 new federal class action securities cases. It was also a busy year for SEC enforcement proceedings, with a record 868...more

Benesch

Omissions Regarding “Known Trends” in a 10-Q Report May Support a Securities Fraud Claim

Benesch on

If a public company fails to disclose in its quarterly or annual reports trends and uncertainties that it could reasonably expect to have a material impact on revenues, at least one significant federal court has held that the...more

Foley & Lardner LLP

Failure to Disclose Known Trends or Uncertainties in Public Filings May Create Liability Under Section 10(b)

Foley & Lardner LLP on

On January 12, 2015, the U.S. Court of Appeals for the Second Circuit held in Stratte-McClure v. Morgan Stanley that a failure to make a required disclosure under Item 303 of Regulation S-K in a Quarterly Report on Form 10-Q...more

Jackson Walker

SEC's Proposed Disclosure Requirements for Hedging Transactions by Directors and Employees Would Apply to Issuers of All Sizes

Jackson Walker on

On February 9, 2015, the SEC proposed amendments requiring disclosure in proxy and information statements regarding issuers' policies governing the entrance of employees, officers, and directors into hedging transactions...more

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