This Legal Update summarizes the US Securities and Exchange Commission’s 2025 calendar year filing deadlines and financial statement staleness dates.
Continue reading this Legal Update.
What’s the Deal? – Rule 10b5-1 Plans
A Rule 10b5‐1 plan is a written securities trading plan that is designed to comply with Rule 10b5‐1(c) of the Securities Exchange Act of 1934, as amended. Any person or entity executing pre‐planned transactions pursuant to a Rule 10b5‐1 plan that was established in good faith at a time when that person or entity was
FINRA Provides Guidance on Timing Requirements under Certain Broker-Dealer Financial, Operational and Reporting Rules in the Event of an Unexpected Close of Securities Markets (January 9, 2025 National Day of Mourning in Honor of President Carter)
On December 31, 2024, the Financial Industry Regulatory Authority, Inc. (“FINRA”) issued Regulatory Notice 24-18 (“RN 24-18”) to provide updated guidance to members regarding Rules 15c3-1, 15c3-3 and 17a-5 under the Securities Exchange Act of 1934 (“SEA”), Rule 204 under Regulation SHO, FINRA Rules 4210, 4230(b), 4521 and 4524, and Regulation T of the Federal
SEC Adopts Amendments Mandating Certain Exchange Act Filings and Submissions to be Made Electronically; Also Adopts Technical Changes Regarding FOCUS Reports
On December 16, 2024, the Securities and Exchange Commission (“SEC”) adopted amendments (the “Amendments”) requiring the electronic filing, submission, or posting of certain forms required under the Securities Exchange Act of 1934 and the rules and regulations thereunder, using structured, machine-readable data language as appropriate. The SEC also adopted amendments to the Financial and Operational
SEC Office of the Investor Advocate Report
The Securities and Exchange Commission’s Office of the Investor Advocate recently released its Report on Activities for the Fiscal Year 2024 to Congress. The Securities Exchange Act of 1934 requires the Investor Advocate to file two reports annually with Congress. The Office is mandated to assist retail investors, identify problems that investors may have, analyze
Small Business Capital Formation Report: Crowdfunding, Reg A & Private Companies
As discussed in our prior post, the Securities and Exchange Commission’s Office of the Advocate for Small Business Capital Formation recently issued its 2024 Annual Report.
The Report provides data on the reliance on crowdfunding and Regulation A to raise capital. Interestingly, the number of new crowdfunded offerings has remained fairly consistent with the
Small Business Capital Formation Report: Exempt Offerings & Smaller Public Companies
The Securities and Exchange Commission’s Office of the Advocate for Small Business Capital Formation issued its 2024 Annual Report just recently. The Office is required to deliver an annual report to Congress, to the Committee on Banking, Housing and Urban Affairs of the U.S. Senate and the Committee on Financial Services of the U.S. House
SEC Investor Advisory Committee to meet on Mandatory Arbitration Clauses, Alternative Investments, and Finfluencers
The Securities and Exchange Commission’s Investor Advisory Committee (the “Committee”) will meet on Tuesday, December 10, 2024, in an open meeting, that will stream on the SEC’s website. The Committee will first hear from two panels. The first panel, “Examining the Use of Mandatory Arbitration Clauses by Registered Investment Advisers,” will examine the use and
Rule 15c2-11 Relief for Fixed Income Securities
Broker-dealers had been preparing for the sunset of the prior time-based relief that the staff of the Securities and Exchange Commission provided in respect of compliance with Rule 15c2-11 as to certain fixed income securities, which expires on January 4, 2025. The SEC had separately provided exemptive relief with respect to Rule 144A securities; however
Tech Considerations for Issuers
At the Practising Law Institute’s 56th Annual Institute on Securities Regulation, panelists discussed how public companies are addressing cybersecurity and artificial intelligence (AI) related issues.
Cybersecurity Disclosure Landscape
As cyber threats continue to evolve and challenge companies, the SEC has honed its focus on corporate disclosures related to cybersecurity incidents, risk management, and governance practices.