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.
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 13, 2024, during the Practicing Law Institute’s 56th Annual Institute on Securities Regulation, a panel of experts discussed recent disclosure developments for public companies. The main topics of discussion included Insider Trading Policies and 10b5-1 Plans, Non-GAAP Measures, Cybersecurity, and ESG.
The SEC’s recent…
In September 2024, the Securities and Exchange Commission charged a consumer products company (the “Company”) with having made inaccurate claims regarding the recyclability of its single-use coffee pods. The SEC found that the company violated Section 13(a) of the Securities Exchange Act of 1934 and Rule 13a-1, which require companies to file accurate reports.
According…
The Director of the SEC’s Division of Corporation Finance (the “Division”), Erik Gerding, shared his views on the state of public company disclosures during 2023 and the SEC Staff’s review priorities for 2024. The statements were made in April 2024 at the Practicing Law Institute’s 2024 The SEC Speaks Conference and were recently published in…
As part of a panel discussion at the Practising Law Institute’s 2024 SEC Speaks Conference held on April 2, 2024, the Director of the SEC’s Division of Corporation Finance, Erik Gerding, highlighted several risks and disclosures relating to commercial real estate (CRE) that the Staff has recently focused on and expects to continue to focus…
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Disclosures by public companies about their human capital management continue to be a focus of investors, regulators, and other stakeholders. In 2020, the SEC adopted a requirement for registrants to discuss their human capital resources to the extent material to an…
The Securities and Exchange Commission’s Office of the Investor Advocate recently issued its fiscal year 2025 Report on Objectives. The Report is one of two annual reports required to be filed by the Investor Advocate with the Committee on Banking, Housing, and Urban Affairs of the Senate and the Committee on Financial Services of the…
The SEC’s Division of Corporation Finance today published five new Compliance and Disclosure Interpretations, or “C&DIs,” all concerning Item 1.05 of Exchange Act Form 8-K, Disclosure of Cybersecurity Incidents.
New C&DI 104B.05 describes a ransomware attack on a public company ended by a payment to the threat actor before any materiality evaluation of the incident.
In a statement today, the Director of the SEC’s Division of Corporation Finance commented on the relatively new Form 8-K Item 1.05 requirement. Last summer when the SEC adopted the final rules relating to cybersecurity incidents, the rules included a new requirement under Item 1.05 of Form 8-K relating to the occurrence of an incident…
On May 17, 2024, the Director of the Division of Corporation Finance of the Securities and Exchange Commission, Erik Gerding, and the Chief Accountant, Paul Munter, issued a statement regarding International Financial Reporting Standard (IFRS) 19, Subsidiaries without Public Accountability: Disclosures, or IFRS 19.
What is IFRS 19? IFRS 19 allows certain subsidiaries of reporting…
