Jennifer Zepralka

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On April 11, 2025, the staff (the “Staff”) of the U.S. Securities Commission’s Division of Corporation Finance (the “Division”) issued seven new Compliance and Disclosure Interpretations (“CDIs”), the third update to the CDIs by the Division in the last few months.  Six new Exchange Act Forms CDIs relate to the clawbacks-related checkboxes on the cover…

On April 4, 2025, the Division of Corporation Finance (the “Division”) of the U.S. Securities and Exchange Commission (the “Commission”) published a statement (the “Statement”) outlining its position on stablecoins, a category of crypto asset intended to maintain a stable value in regard to a reference asset, such as the U.S. dollar, and track the…

On March 27, 2025, the US Senate Committee on Banking, Housing, and Urban Affairs (the “Committee”) convened in an open session to consider the nomination of Paul Atkins as Chair of the Securities and Exchange Commission (“SEC”).  In addition to his prepared opening remarks, Mr. Atkins fielded questions from the Committee in connection with his…

On March 20, 2025, the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) made a number of changes to the Division’s Compliance and Disclosure Interpretations.  For the second time in a month, the Staff revised or withdrew certain CDIs, notably including new guidance allowing any…

On February 27, in what is likely the first of many statements about crypto assets, the Staff of the U.S. Securities and Exchange Commission’s Division of Corporation Finance (the “Division”) posted a statement on Meme Coins (the “Statement”).  In the Statement, the Division’s Staff shared its views that transactions in “meme coins,” which are “a…

In a statement entitled “The Journey Begins,” on February 4, 2025, US Securities and Exchange Commission (“SEC” or the “Commission”) Commissioner Hester Peirce provided new details regarding her thoughts on the agency’s evolving position on crypto. Commissioner Peirce is leading the SEC’s new Crypto Task Force (the “Task Force”), which she described as “want[ing] to…

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. …

On November 14, 2024, the Practising Law Institute’s 56th Annual Institute on Securities Regulation featured a panel discussion that provided valuable insights into the initial public offering (IPO) landscape for 2025. 

The IPO Market

The outlook for IPOs in 2025 appears generally positive, with several key indicators suggesting a robust environment for equity issuance.  IPO…