Securities Regulation

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The Staff of the Division of Trading and Markets (the “Staff”) of the Securities and Exchange Commission (the “SEC” or the “Commission”) recently issued a statement (the “Statement”) providing its views on the application of the broker-dealer registration requirements under Section 15(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to…

Today, the Securities and Exchange Commission (the “SEC”) proposed a rule and form amendments that would allow public companies to file semiannual reports to meet their interim reporting obligations under Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) , as well as related amendments to certain financial…

On April 16, 2026, the Division of Corporation Finance (the “Division”) of the U.S. Securities and Exchange Commission (the “SEC”) issued an exemptive order granting relief for certain tender offers from the requirement that such offers remain open for at least 20 business days.  In response, in part, to technological improvements, and consistent with previous relief from this requirement, the…

A rulemaking petition filed recently highlights the need to address the communications safe harbors.  The Securities and Exchange Commission has not reviewed the rules and regulations relating to social media under the securities laws since 2000. The last comprehensive review of the rules relating to offering related communications and safe harbors was Securities Offering Reform…

On March 17, 2026, the Securities and Exchange Commission issued an interpretation that provides guidance regarding how the federal securities laws apply to certain crypto assets and to certain transactions involving crypto assets.  Consistent with the recent MoU between the agencies, the Commodity Futures Trading Commission joined in this interpretation and guidance confirming that…

In back-to-back speeches at the Futures Industry Association conference, Commodity Futures Trading Commission Chair Selig and Securities and Exchange Commission Chair Atkins set out their views regarding facilitating innovation through principles-based regulation and greater regulatory harmonization.  Chair Atkins provided some background regarding the regulation and oversight of securities and commodities; however, he noted that over…

On March 5, 2026, the Securities and Exchange Commission (the “SEC”) published an order granting an exemption from beneficial ownership reporting requirements under Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) for officers and directors of certain foreign private issuers (“FPIs”).  As we previously reported here, on February 27, 2026…

In what is developing into quite a busy time at the Securities and Exchange Commission, on February 11, 2026, the Staff of the Division of Corporation Finance (the “Division”) made updates and changes to the Division’s Compliance and Disclosure Interpretations (“CDIs”).  The new and revised CDIs are consistent with the Division’s current deregulatory position, as…

The Credit Roundtable, an association of fixed income investors, recently published a letter to the Securities and Exchange Commission (the “SEC”) expressing concern with potential changes to the SEC’s debt tender offer rules.  The Credit Roundtable explained the practical difficulty that the existing regulatory framework creates for institutional investors and proposed changes.

To understand the…

On January 28, 2026, the Divisions of Corporation Finance, Investment Management, and Trading and Markets (collectively, the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”) issued another in a series of statements providing guidance on the application of the federal securities laws to various types and aspects of cryptocurrency, in particular, certain taxonomies…