News & Analysis as of

Securities and Exchange Commission (SEC) Institutional Investors Investors

Skadden, Arps, Slate, Meagher & Flom LLP

Making Sure Newly Cautious Shareholders Get the Information They Want

Key Points - Revised guidance from the SEC regarding ownership reporting is making institutional investors circumspect about raising issues with management. - Seeking to influence a company’s executive compensation, or...more

Latham & Watkins LLP

The Latham Global IPO Guide - 2025 Edition

Latham & Watkins LLP on

This is our global initial public offering guide. It will help you navigate the US portion of a global IPO – in other words, an IPO in which you sell locally listed ordinary shares to investors outside the United States under...more

Skadden, Arps, Slate, Meagher & Flom LLP

Prepare for Changes to the Shareholder Engagement Process

As companies prepare for engagement with their shareholders in connection with the 2025 annual meeting season, they should be prepared for a change in the approach followed by institutional investors. These changes are being...more

Latham & Watkins LLP

Shareholder Engagement Practices Under New SEC Guidance on Schedule 13G Eligibility: FAQs

Latham & Watkins LLP on

The SEC Staff recently issued new guidance (C&DI 103.12) on how a shareholder’s engagement with a company’s management could disqualify the shareholder from using the SEC’s short-form Schedule 13G....more

Cooley LLP

SEC Staff Adopts Significant New Guidance Affecting Shareholder Proposals and Engagement

Cooley LLP on

On February 11 and 12, 2025, the staff of the Division of Corporation Finance (Staff) of the Securities and Exchange Commission (SEC) provided a pre-Valentine’s Day treat for public companies and shareholders to digest in the...more

DarrowEverett LLP

Private Placements in Florida Just Got Easier: Here’s How

DarrowEverett LLP on

Florida recently implemented amendments to its Securities and Investor Protection Act (“Chapter 517”), bringing significant changes to the regulatory framework governing private placements, investment advisors, and exemptions...more

Paul Hastings LLP

ILPA Releases New Reporting and Performance Templates

Paul Hastings LLP on

On January 22, the Institutional Limited Partners Association (ILPA) released an update to its 2016 Reporting Template and unveiled a new Performance Template. Together, the goal of these documents is to enhance and...more

Seward & Kissel LLP

Client Reminder: Required Gross Short Position and Activity Reporting by Institutional Investment Managers on Form SHO

Seward & Kissel LLP on

Seward & Kissel is reminding its clients about the recent January 2, 2025 compliance date for new Rule 13f-2 (the “New Rule”) under the Securities Exchange Act of 1934 (the “Exchange Act”), as well as related reporting on...more

BakerHostetler

Weekly Blockchain Blog - November 2024 #4

BakerHostetler on

Stablecoin Initiatives Announced by Fintech Companies, DeFi Protocols - Major U.S. payments firm recently announced plans to enable “disbursement partners” to use the PYUSD stablecoin to settle cross-border money...more

Cadwalader, Wickersham & Taft LLP

Schedule 13G – Preparing for the New Reporting Deadlines

On October 10, 2023, the U.S. Securities and Exchange Commission (“SEC”) adopted amendments to rules promulgated under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),...more

BCLP

Private Placement Investors Caught in Section 16(B) Web Because Coordinated Actions Created Potential for Inference of 13(D)...

BCLP on

A judge in the Southern District Court of New York recently denied a motion to dismiss filed by institutional investors in Augenbaum v. Anson Investments Master Fund LP, et al., finding that their coordinated behavior in a...more

Goodwin

FINRA Kicks Off the Holiday Season With a Proposal to Permit the Use of Some Projections and Targeted Returns

Goodwin on

FINRA has offered a gift to member firms and fund managers just in time for the holiday season — but like a new puppy, the gift comes with a lot of responsibility. FINRA filed a proposed rule change to amend FINRA Rule 2210...more

White & Case LLP

SEC Adopts Rule Amendments to Modernize Beneficial Ownership Reporting

White & Case LLP on

On October 10, 2023, the Securities and Exchange Commission ("SEC") adopted amendments to modernize the rules governing beneficial ownership reporting under Sections 13(d) and 13(g)1 of the Securities Exchange Act of 1934...more

Latham & Watkins LLP

SEC Adopts Amendments to 13D/G Beneficial Ownership Requirements

Latham & Watkins LLP on

On October 10, 2023, the SEC adopted amendments to shorten the filing deadlines for initial and amended beneficial ownership reports on Schedules 13D and 13G. The amendments will generally take effect no earlier than January...more

Barnea Jaffa Lande & Co.

Crypto as a Security – Applying the Howey Test

A US court recently handed down a landmark ruling addressing the question of whether the crypto token XRP falls under the definition of “security”. The US court ruled that the same crypto token may be classified differently...more

Farrell Fritz, P.C.

Parting the Crypto Sea: Ripple’s XRP Ruled to be a Security When Sold to Private Investors, But Not When Sold on an Exchange

Farrell Fritz, P.C. on

Judge Analisa Torres’ greatly anticipated Order in the SEC’s lawsuit against Ripple is a split decision.  The Order basically finds that Ripple’s digital token XRP is a security when sold privately to individuals and...more

BCLP

Big changes to 13D-13G reporting proposed by SEC

BCLP on

On February 10, 2022, the SEC proposed significant changes to Section 13(d) reporting obligations, including...more

Kilpatrick

The Competing Factors Driving ESG Disclosures

Kilpatrick on

There has been mounting pressure on mandatory ESG disclosure in recent years that may reach a precipice in 2021 with a new SEC Chairman. The forces driving this pressure include institutional investors, fiduciary duties,...more

Cooley LLP

Blog: No primary direct listings for now—order approving NYSE rule change stayed

Cooley LLP on

On August 26, the SEC’s Division of Trading and Markets took action, pursuant to delegated authority, to approve a proposed NYSE rule change that would allow companies going public to raise capital through a primary direct...more

Partridge Snow & Hahn LLP

SEC Adopts Changes to Accredited Investor Definition

On August 26, 2020, Jay Clayton, Chairman of the U.S. Securities and Exchange Commission (SEC), released a Statement on Modernization of the Accredited Investor Definition. This Statement reflects the SEC’s commitment to...more

Fenwick & West LLP

“Testing-the-Waters” for All

Fenwick & West LLP on

On September 26, 2019, the U.S. Securities and Exchange Commission (SEC) voted to adopt new Rule 163B under the Securities Act of 1933, as amended (Securities Act), to expand the “testing-the-waters” (TTW) accommodation —...more

Sheppard Mullin Richter & Hampton LLP

Gauging Interest: SEC Votes to Approve Proposal to Expand “Test-the-Waters” Rules

The Securities and Exchange Commission (“SEC”) announced on September 26, 2019 that it voted to adopt the application of “testing-the-waters” rules to all issuers who engage in raising capital in the public markets. This...more

Bass, Berry & Sims PLC

SEC Adopts New Rule to Allow All Issuers to "Test-the-Waters"

Bass, Berry & Sims PLC on

On September 26, 2019, the SEC voted to adopt a new rule that extends a “test-the-waters” accommodation—currently a tool available only to emerging growth companies (EGCs)—to all issuers. The rule will become effective 60...more

Wilson Sonsini Goodrich & Rosati

SEC Extends "Test the Waters" to All Issuers

On September 26, 2019, the U.S. Securities and Exchange Commission (SEC) announced that it had voted to adopt new Rule 163B, extending the "test the waters" accommodations previously available only to emerging growth...more

Akin Gump Strauss Hauer & Feld LLP

SEC Adopts New Rule 163B to Permit “Test-the-Waters” Communications for All Issuers

On September 25, 2019, the Securities and Exchange Commission (SEC) adopted new Rule 163B under the Securities Act of 1933 (Securities Act) to allow all issuers to engage in “test-the-waters” communications in connection with...more

31 Results
 / 
View per page
Page: of 2

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide