Insider Trading, Clawbacks, 10b5-1 Plans

SEC updates CDIs on Rule 10b5-1 plans, clawbacks, and de-SPAC transactions

Fenwick & West LLP on 5/5/2025

On April 25, the SEC staff added two new Compliance and Disclosure Interpretations (CDIs), revised 20 CDIs and withdrew three CDIs related to 10b5-1 plans. The SEC staff largely revised the CDIs to conform to the 2022 Rule...more

Corporate Communicator - 2024 Annual Meeting Season

Snell & Wilmer on 1/2/2024

Clawback Rules. As previously discussed in last Winter’s Corporate Communicator, the Securities and Exchange Commission (“SEC") adopted final rules in October 2022 directing the NYSE and Nasdaq to adopt listing standards that...more

Annual Report and Shareholder Meeting Season

Seward & Kissel LLP on 12/22/2023

This memorandum is for our Capital Markets clients in anticipation of the upcoming annual reporting and shareholder meeting season for 2024. Below you will find key filing deadlines, new disclosure requirements, and general...more

Preparing for the 2024 Public Company Reporting Season

Perkins Coie on 12/15/2023

In anticipation of the upcoming reporting season, this Update highlights some of the most significant rule changes, guidance, institutional investor areas of focus, and trends for public companies to consider in preparing...more

Introducing the Government and Regulatory Rundown – March 2023

Seward & Kissel LLP on 3/10/2023

DOJ Promotes Compliance Through Compensation and Clawback Programs (3.2.2023): • The DOJ announced corporate criminal resolutions will now include a requirement that companies implement a compensation and bonus scheme...more

Recent Developments for Directors - February 2023

Latham & Watkins LLP on 2/13/2023

SEC Amends Trading Plan Rule, Requires More Disclosure for Insider Trading Amended - Rule 10b5-1 for trading plans takes effect on February 27, 2023. The amended rule adds new conditions to the affirmative defense against...more