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In March 2025, Nasdaq released a comprehensive set of policy recommendations intended to advance capital formation in a paper titled “Advancing the U.S. Public Markets: Unlocking Capital Formation for a Stronger American Economy.”  The paper outlines three key sets of policy reforms, which were prepared by Nasdaq in dialogue with industry stakeholders, including…

On March 27, 2025, the Securities and Exchange Commission (SEC) voted to end its defense of the climate-related disclosure rules, which, even as scaled back when finally adopted, still would have required fairly substantial disclosures regarding climate-related risks as well as, for certain companies, disclosures relating to greenhouse gas emissions.  As a result, agency attorneys…

Webinar | April 1, 2025
2:00 – 3:00 p.m. EDT
Register here.

Under the right circumstances, an Up-C structure implemented in connection with an initial public offering (IPO) has the potential to deliver significant economic and tax benefits to financial sponsors and other selling shareholders.  Post-IPO, these structures also may allow companies more flexibility…

The U.S. Securities and Exchange Commission’s Investor Advisory Committee (the “Committee”) will meet March 6, 2025.  During this meeting, the Committee will present its recommendations to the SEC concerning traceability issues under Section 11 of the Securities Act of 1933.  The agenda also includes a panel on Artificial Intelligence (AI)-related disclosures and another on retail…

Join us at the Practising Law Institute’s Private Placements and Hybrid Securities Offerings 2025 conference.

This annual conference provides an overview of the legal framework applicable to private and exempt offerings, covering the basics of private placements, resales of restricted securities, Rule 701, Rule 144, Section 4(a)(1-1/2) transactions and block trades, and private secondary transactions. …

On February 12, 2025, the New York Stock Exchange (NYSE) announced plans to launch NYSE Texas, a fully electronic equities exchange based in Dallas, Texas, through the reincorporation and renaming of NYSE Chicago.  This announcement comes on the heels of the late 2024 announcement of a prospective competitor to the NYSE by the Texas Stock…

In January 2025, The New York Stock Exchange (NYSE) adopted an amendment (the “Amendment”) to the reverse stock split rules and procedures in Section 802.01C of the NYSE Listed Company Manual (the “NYSE Manual”).  The amendment provides that (i) a listed company that falls below the price criteria (defined below) will not be eligible for…

In Thomson Reuters’ Practical Law latest Q&A, Mayer Brown Capital Markets and Tax team provides a high-level overview of the main equity and debt markets/exchanges, and the main regulators and legislation that govern them. The Q&A also covers prospectus/main offering document requirements, together with any disclosure obligations and exemptions from the requirements to publish/deliver a…

In January 2025, the founder of Citron Capital, LLC (“Citron”) filed a petition for rulemaking with the US Securities and Exchange Commission requesting the SEC to initiate rulemaking to clarify the regulation of trading by individual investors who publicly comment on securities. Raising First Amendment protection concerns, the petition argues there are no existing SEC…