News & Analysis as of

Emerging Growth Companies Smaller Reporting Companies Regulation S-K

Emerging Growth Companies (EGC) are companies with total yearly gross revenues of under $1 billion for the most recently completed fiscal year.  
BCLP

Confirming SEC Filer Status for the Upcoming Year

BCLP on

In light of the recent market volatility, public companies should keep in mind the upcoming annual re-evaluation of their filer status, as a change may have ramifications for both the timing and content for the following...more

Husch Blackwell LLP

A Guide to the SEC's New Climate Disclosure Rules

Husch Blackwell LLP on

On March 6, 2024, the Securities and Exchange Commission (SEC) adopted climate disclosure rules which will require registrants to disclose detailed new climate-related disclosures in annual reports and registration...more

Seyfarth Shaw LLP

Securities and Exchange Commission Pay Versus Performance Updates

Seyfarth Shaw LLP on

Seyfarth Synopsis:  As reporting companies prepare their Pay Versus Performance (PVP) disclosures for their upcoming proxy statements, they should take into consideration the most recent guidance on the topic in Securities...more

J.S. Held

Crosscurrents: The SEC’s Standardized Climate-Related Disclosures as Adopted

J.S. Held on

After a significant delay, the Securities and Exchange Commission (SEC) adopted its final rule on Wednesday, March 5, 2024, that requires companies who file registration statements and annual reports to disclose material...more

WilmerHale

SEC Adopts Final Rules on Climate-Related Disclosures

WilmerHale on

On March 6, 2024, in a 3-2 vote along party lines, the SEC adopted the long-awaited final rules on climate-related disclosures. The proposed rules faced intense public scrutiny over the last two years, with the SEC receiving...more

Cozen O'Connor

Final Rules on Special Purpose Acquisition Companies, Shell Companies, and Projections

Cozen O'Connor on

On January 24, 2024, the Securities and Exchange Commission (SEC) adopted the final rules intended to augment investor protections in initial public offerings by special purpose acquisition companies (SPACs) and in subsequent...more

Dorsey & Whitney LLP

Prepare to Comply with SEC’s Share Repurchase Disclosure Rules

Dorsey & Whitney LLP on

Beginning with quarters ending on or after October 1, 2023, most US-listed issuers will be required to make more extensive disclosures on their share repurchase programs and insider transactions proximate to a program’s...more

Husch Blackwell LLP

SEC Adopts Final Executive Compensation Clawback Rules: What This Means and How to Prepare

Husch Blackwell LLP on

On October 26, 2022, the Securities and Exchange Commission (SEC) adopted final rules that will require public companies to implement policies to recover, or claw back, erroneously awarded incentive-based compensation from...more

Smith Anderson

SEC Adopts Final Pay-Versus-Performance Disclosure Rules

Smith Anderson on

​​​​​​​On August 25, 2022, the Securities and Exchange Commission (SEC) adopted final rules implementing the "pay-versus-performance" disclosure requirement called for under Section 953(a) of the Dodd-Frank Wall Street Reform...more

Goodwin

Frequently Asked Questions: Pay Versus Performance Final Rules

Goodwin on

The SEC published final rules in late August 2022 that will require new pay versus performance disclosure in 2023 proxy statements, as described in our recent client alert. These rules will require companies that are not...more

Vinson & Elkins LLP

SEC Adopts Final “Pay Versus Performance” Rules

Vinson & Elkins LLP on

On August 25, 2022, the Securities and Exchange Commission (the “SEC”) announced that it adopted a final rule requiring companies to disclose information that is intended to reflect the relationship between compensation paid...more

BakerHostetler

SEC Adopts Final Rule on Disclosure of Hedging Policies

BakerHostetler on

The Securities and Exchange Commission (SEC) recently adopted a final rule requiring companies to disclose practices or policies related to the ability of employees (including officers) and directors to engage in hedging...more

Troutman Pepper Locke

SEC’s New Rules on Hedging Disclosure

Troutman Pepper Locke on

On December 18, 2018, the Securities and Exchange Commission (the “SEC”) adopted final rules requiring companies to disclose in proxy or information statements for the election of directors any practices or policies regarding...more

Sullivan & Worcester

SEC Adopts Rules for Disclosure of Hedging Policies

Sullivan & Worcester on

Yesterday, December 18, 2018 (without a meeting), the SEC approved final rules to require companies to disclose in proxy or information statements for the election of directors any practices or policies regarding the ability...more

Dorsey & Whitney LLP

SEC Adopts Hedging Disclosure Rules

Dorsey & Whitney LLP on

The SEC adopted new rules today that will require disclosure of a company’s hedging policies in proxy statements or information statements relating to the election of directors. The new rules are set forth in new Item...more

McDermott Will & Emery

SEC Adopts Amendments that Simplify and Update Disclosure Requirements

McDermott Will & Emery on

Last month, the SEC adopted amendments intended to facilitate the disclosure of information to investors, simplify compliance without significantly altering the total mix of information provided to investors, improve...more

Mayer Brown Free Writings + Perspectives

SEC Chair Offers Insights on Capital Formation Agenda

Securities and Exchange Commission Chair Clayton addressed attendees at the Nashville 36|86 Entrepreneurship Festival regarding the Commission’s capital formation agenda. ...more

Latham & Watkins LLP

From Ducklings to Swans: More Companies Will Qualify as a “Smaller Reporting Company”

Latham & Watkins LLP on

SEC rule amendments expand the scope of scaled disclosure accommodations, which may offer disclosure relief to additional small cap and pre- and low-revenue issuers. Key Points: ..The SEC has provided disclosure relief...more

Ballard Spahr LLP

New SEC Thresholds in Definition of Smaller Reporting Company Effective September 10

Ballard Spahr LLP on

The Securities and Exchange Commission (SEC) on June 28, 2018, adopted amendments to the definition of "smaller reporting company" (SRC) in Rule 405 under the Securities Act of 1933 (Securities Act), Rule 12b-2 under the...more

Herbert Smith Freehills Kramer

SEC Amends Definition of ‘Smaller Reporting Company’ Expanding the Number of Companies Eligible for Reduced Disclosure

On June 28, 2018, the Securities and Exchange Commission voted to amend the definition of “smaller reporting company” (SRC) to expand the number of companies eligible to take advantage of the reduced disclosure requirements...more

Bass, Berry & Sims PLC

SEC Chairman Clayton Expects New Rules on Smaller Reporting Company Definition Soon

Bass, Berry & Sims PLC on

We thought you may find of interest prepared remarks by SEC Chairman Jay Clayton at the annual Government-Business Forum on Small Business Capital Formation held on November 30, 2017, where he stated, “In the coming months I...more

Cozen O'Connor

SEC Proposes Changing Smaller Reporting Company Definition and Streamlining Disclosure Requirements

Cozen O'Connor on

The Securities and Exchange Commission (SEC) recently released two separate proposals, one that aims to expand “smaller reporting company” eligibility and another that is designed to streamline disclosure requirements....more

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