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Securities and Exchange Commission (SEC) Securities Act of 1933 Publicly-Traded Companies

Latham & Watkins LLP

The Latham Global IPO Guide - 2025 Edition

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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

WilmerHale

SEC Staff Expands Confidential Review Accommodations for Certain Issuers and Transactions

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On March 3, 2025, the Division of Corporation Finance (the “Division”) of the Securities and Exchange Commission (the “SEC”) issued new guidance, effective immediately, significantly expanding the ability of companies to...more

Lowenstein Sandler LLP

SEC Charges Public Company with AI Washing

On January 14, 2025, the U.S. Securities and Exchange Commission (SEC) charged Presto Automation Inc. (Presto) with violations of the Securities Act of 1933 and the Securities Exchange Act of 1934 for misleading artificial...more

Foley & Lardner LLP

SEC Actions in Review: What Officers and Directors Should Know for 2025

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As the regulatory landscape continues to evolve, public company officers and directors must stay abreast of the enforcement priorities and expectations of the Securities and Exchange Commission (SEC). Over the past year, the...more

Morrison & Foerster LLP

SEC Caps 2024 with Another Cyber Enforcement Action

The SEC continues to leave its mark as a federal cybersecurity enforcer and closed out the year by charging another company with making misleading statements about a cybersecurity attack and failing to maintain cyber-related...more

Cooley LLP

Public Companies Update – September One-Minute Reads

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On August 20, 2024, the US Securities and Exchange Commission (SEC) announced that the fees public companies and other issuers pay to register their securities with the commission have increased from $147.60 per million...more

Latham & Watkins LLP

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2024 Edition

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Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

Mayer Brown Free Writings + Perspectives

SEC Filing Fees

The Securities and Exchange Commission recently announced that the fees that registrants pay to register their securities with the SEC will increase from $147.60 per million dollars to $153.10 per million dollars, effective...more

Wilson Sonsini Goodrich & Rosati

SEC Announces Increase in Registration Fee Rates Effective October 1, 2024

On August 20, 2024, the U.S. Securities and Exchange Commission (SEC) announced an increase in the fees that public companies and other issuers will be required to pay to register their securities, from $147.60 per million...more

Holland & Knight LLP

Watts What You Say? SEC Brings a Battery of Charges Against EV Startup Company

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The SEC on Feb. 29, 2024, announced settled charges against Lordstown Motors Corp. (Lordstown) for allegedly misleading investors about sales prospects for the Endurance, Lordstown's flagship pickup truck for the electric...more

DarrowEverett LLP

SEC’s New Rules Give SPACs, Target Companies Much to Consider

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On January 24, 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted new final rules relating to special purpose acquisition companies (“SPACs”). The new rules affect both initial public offerings (“IPOs”) for...more

Proskauer - Regulatory & Compliance

SEC Adopts New SPAC Rules

On January 24, 2024, the SEC adopted new rules that apply to SPAC transactions and the adopted rules largely track the agency’s proposals with some notable exceptions. The new rules will become effective 125 days after...more

Nutter McClennen & Fish LLP

Nutter Securities Enforcement Update: January 1, 2024

The Nutter Securities Enforcement Update is a periodic summary of noteworthy recent securities enforcement activity, settlements, decisions, and charges....more

Lowenstein Sandler LLP

The SEC Cybersecurity Rules Are Now Effective: What You Need to Know and Do Now

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The Rules on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure by Public Companies (the “Cybersecurity Rules”), which the Securities and Exchange Commission (SEC) had adopted earlier this year,...more

Morgan Lewis - ML Benefits

Publicly Traded Companies: Don’t Forget to Register Plan Interests in Deferred Compensation Plans

Publicly traded companies generally file registration statements on Form S-8 to register the offering of the company’s stock pursuant to the company’s equity incentive plans under the Securities Act of 1933, as amended...more

Davis Wright Tremaine LLP

SEC's Charges Against SolarWinds and Its CISO Highlight Emerging Risks for Public Companies, Security Professionals

The U.S. Securities and Exchange Commission ("SEC") has charged SolarWinds Corp. (SolarWinds) and the company's chief information security officer ("CISO") with securities fraud and violations of internal controls...more

White & Case LLP

The SEC’s Charges Against SolarWinds and its Chief Information Security Officer Provide Important Cybersecurity Lessons for Public...

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On October 30, 2023, the US Securities and Exchange Commission ("SEC") announced that it filed charges against SolarWinds Corp. ("SolarWinds" or the "Company") and its Chief Information Security Officer ("CISO") in connection...more

Wilson Sonsini Goodrich & Rosati

Potential Ramifications of a Government Shutdown for the SEC

If U.S. congressional leaders are unable to resolve the current federal budget standoff, it is expected that much of the federal government, including the U.S. Securities and Exchange Commission (SEC), would shut down soon...more

Wilson Sonsini Goodrich & Rosati

SEC Announces Increase in Registration Fee Rates Effective October 1, 2023

On August 25, 2023, the U.S. Securities and Exchange Commission (SEC) announced an increase in the fees that public companies and other issuers will be required to pay to register their securities, from $110.20 per million...more

Goodwin

Regulation A+ SEC Developments - Recent SEC Enforcement Proceedings and SEC Comment Letter Trends

Goodwin on

In March 2015, the Securities and Exchange Commission (SEC) adopted amendments to Regulation A, which expanded the Regulation A exemption from the Securities Act of 1933 (the Securities Act) registration for public offerings...more

Fenwick & West LLP

Will a Recent U.S. Supreme Court Decision Encourage More Companies to Go Public Through a Direct Listing? Implications of Slack...

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On June 1, 2023, the U.S. Supreme Court (the Supreme Court) issued a much-anticipated decision in the case captioned Slack Technologies, LLC, fka Slack Technologies, Inc. (Slack), et al. v. Pirani (the Slack Decision), which...more

Proskauer - Corporate Defense and Disputes

Supreme Court Requires Traceability for Securities Act Claims Arising from Direct Listings

The U.S. Supreme Court held that purchasers of shares sold to the public through a direct listing cannot sue under Section 11 of the Securities Act of 1933 unless they can trace their shares to an allegedly defective...more

Keating Muething & Klekamp PLL

SEC Charges Public Company for Misleading Non-GAAP Disclosures

On March 14, 2023, DXC Technology Company (“DXC”) settled with the Securities and Exchange Commission (“SEC”) for $8 million regarding alleged misleading disclosures in DXC’s public filings. The SEC claimed DXC made...more

Dorsey & Whitney LLP

Raising U.S. Funds Under Canada’s New “Listed Issuer Financing Exemption”

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​​​​​​​As many of our readers will have heard, the Canadian Securities Administrators (“CSA”) has announced the adoption of a new prospectus exemption for certain reporting issuers listed on a Canadian stock exchange (the...more

Goodwin

SEC Enforcement Broadens Its Crypto Focus

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On May 6, 2022, the U.S. Securities and Exchange Commission announced that it settled charges against NVIDIA Corporation alleging that the company’s disclosures regarding the impacts of increased use of its gaming products by...more

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