In this MB Microtalk video, Mayer Brown’s Laura Richman discusses the SEC’s recent share repurchase disclosure amendments, which require tabular, day-by-day reporting of share buybacks on either a quarterly or semi-annual basis depending on the type of issuer, as well as quantitative and qualitative narrative disclosures.
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On May 3, 2023, the U.S. Securities and Exchange Commission (the “SEC”) adopted, by a 3-to-2 vote, amendments (the “Amendments”) to its existing rules (the “Existing Rules”) regarding disclosures about purchases of an issuer’s equity securities by or on behalf of the issuer or an affiliated purchaser, commonly referred to as “buybacks.” The Amendments require
In this MB Microtalk video, Mayer Brown’s Laura Richman discusses the types of disclosures that public companies should consider in light of recent bank failures, the resulting intervention by governmental authorities and related market volatility.
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Recent failures of certain domestic and international banks and resulting government intervention, acquisitions and subsequent developments have resulted in significant disruption in the bank sector. Compliance with U.S. securities laws is important, especially in times of heightened uncertainty. This alert focuses on the impact the current volatility may have on disclosures that public companies make
The US Securities and Exchange Commission (SEC) adopted Rule 10D-1 in October 2022, directing national securities exchanges to establish listing standards that prohibit the listing of any security of a company that does not adopt and implement a written policy requiring the recovery, or “clawback,” of certain incentive-based executive compensation. The SEC required the exchanges
The US Securities and Exchange Commission (SEC) requires that Form 144 filings be made electronically via EDGAR, commencing April 13, 2023. Currently, Form 144 may either be mailed to the SEC or submitted electronically via EDGAR. For more information on the electronic filing requirements for Form 144, see our prior blog post.
In connection
On December 14, 2022, the Securities and Exchange Commission (the “SEC”) unanimously adopted amendments (the “amendments”) to Rule 10b5-1 under the Securities Exchange Act of 1934 (the “Exchange Act”) and related disclosure obligations for public companies. The amendments (i) add new conditions to the availability of the affirmative defense to insider trading liability contained in Rule
At today’s open meeting, the Securities and Exchange Commission voted to approve amendments to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The SEC had proposed extensive amendments in January 2022, which were the subject of significant comment from market participants. The final amendments take into account some of the commenters’ concerns—in particular by
In our latest Legal Update, we summarize the US Securities and Exchange Commission’s 2023 calendar year filing deadlines and financial statement staleness dates.
On December 7, 2022, the US Securities and Exchange Commission (SEC) issued a release (New Reopening Release), reopening the comment period on the share repurchase disclosure modernization rule changes that it proposed on December 15, 2021 (Share Repurchase Proposal). At the same time, the SEC made available a memorandum prepared by the staff of the