News & Analysis as of

Public Comment Securities and Exchange Commission (SEC) Registration Requirement

Goodwin

SEC Issues Concept Release on the Definition of Foreign Private Issuer

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On June 4, 2025, the Securities and Exchange Commission (“SEC”) published a concept release (“Concept Release”) soliciting public comments on the definition of a foreign private issuer (“FPI”). FPIs are subject to disclosure...more

Goodwin

FinCEN Issues Proposed Rule for Beneficial Ownership Information Reporting Requirements

Goodwin on

In This Issue. The Financial Crimes Enforcement Network (FinCEN) announced (1) a notice of proposed rulemaking for beneficial ownership information reporting requirements and (2) a regulatory process for new real estate...more

Wilson Sonsini Goodrich & Rosati

SEC Proposes Welcome Changes to Rule 701 and Form S-8

The U.S. Securities and Exchange Commission (SEC) recently proposed for comment amendments to Rule 701 and Form S-8 to address the major changes that have taken place in recent years in companies' compensation practices and...more

Akin Gump Strauss Hauer & Feld LLP

Updated: The Practical Impact of the Government Shutdown for Private Parties

The new 116th Congress convened on Thursday, January 3, 2019 as the partial government shutdown, carrying over from the prior Congress, continued into the new year and has now outlasted previous shutdowns. Although the...more

Jones Day

Rule 701–A Time for Change?

Jones Day on

Rule 701 Prior to Amendment: Reliance on Securities Act Rule 701, a securities registration exemption for non-reporting issuers with respect to equity awards granted pursuant to a written compensatory plan, required special...more

Wilson Sonsini Goodrich & Rosati

SEC Amends Rule 701 to Increase Rule 701 Disclosure Threshold to $10 Million - SEC Also Issues Concept Release Seeking Public...

In a previous WSGR Alert, we noted a mandate under the Economic Growth, Regulatory Relief, and Consumer Protection Act which directed the U.S. Securities and Exchange Commission (the SEC) to raise the applicable threshold...more

Womble Bond Dickinson

Rule 701 Additional Disclosure Threshold Raised To $10m; SEC Solicits Comments To Modernize Compensatory-Related Offerings Under...

Womble Bond Dickinson on

Last week, the U.S. Securities and Exchange Commission (the “SEC”) (i) approved the increase of the threshold at which private companies must provide financial disclosures in private company compensatory Rule 701 offerings...more

Troutman Pepper Locke

SEC Amends Rule 701 To Increase Disclosure Threshold And Seeks Comment On Further Changes For Compensatory Awards

Troutman Pepper Locke on

On July 18, the Securities and Exchange Commission adopted an amendment to Rule 701 increasing the threshold that triggers the Rule’s disclosure requirements. As background, Rule 701 provides an exemption from the...more

Fenwick & West LLP

SEC Increases Rule 701 Disclosure Threshold and Issues Concept Release Regarding Modernization of Compensatory Securities...

Fenwick & West LLP on

Increased 701 Disclosure Threshold - The U.S. Securities and Exchange Commission unanimously voted on July 18 to adopt final amendments to Rule 701, which provides private companies an exemption from registration for...more

Sullivan & Worcester

SEC amends Rule 701 and solicits comments on ways to modernize offerings pursuant to compensatory arrangements

Sullivan & Worcester on

The SEC today issued final rules to amend Securities Act Rule 701, which provides an exemption from registration for securities issued by private companies pursuant to compensatory arrangements, such as equity plans. As...more

Morgan Lewis

SEC Requests Public Comment on Transfer Agent Regulation Proposal and Concept Release

Morgan Lewis on

SEC proposal would modernize the regulation of the transfer agency industry, particularly with respect to mutual funds. Last month, the US Securities and Exchange Commission (SEC) issued an Advance Notice of Proposed...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Corporate Finance Alert: SEC Finalizes Crowdfunding Rules, Proposes to Expand Intrastate Offering and Rule 504 Exemptions"

The U.S. Securities and Exchange Commission (SEC) recently took several important steps to facilitate smaller securities offerings. First, it adopted final rules for the new Securities Act exemption for securities-based...more

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