Securities & Capital Markets

Read about the Fifth Circuit’s December 19 opinion vacating the Securities and Exchange Commission’s share repurchase disclosure rules, which were adopted in May 2023 and became effective on July 31, 2023.

Read about the SEC’s warnings about “AI-washing” and stiff industry opposition to its proposed rules for conflicts of interest in the use of predictive data analytics technologies by broker-dealers and investment advisers in the latest edition of AI: The Washington Report, a joint undertaking of Mintz and ML Strategies covering potential federal legislative, executive, and regulatory activities related to AI.

Public companies need to consider regulatory, legal, market, and ESG-related developments in preparing for their fiscal year-end filings with the SEC and their annual shareholder meetings. In an in-depth memorandum, Mintz attorneys discuss the SEC’s new cybersecurity disclosure rule, recent trends in reverse stock splits, and the SEC’s disclosure requirements for Rule 10b5-1 trading plans and insider trading policies, and other emerging issues affecting public companies.

Read about the SEC’s amendments to the rules, adopted on October 10, 2023,  governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934.

Read about the SEC’s focus on regulating the use of artificial intelligence by financial services providers in the latest edition of AI: The Washington Report, a joint undertaking of Mintz and ML Strategies covering potential federal legislative, executive, and regulatory activities related to AI.

The SEC adopted its final rules and amendments concerning cybersecurity risk management, strategy, governance, and incident disclosure (the “Final Rule”) on July 26, 2023.  In this article we highlight some of the principal changes to the cybersecurity rules first proposed by the SEC more than 16 months prior.

For US public companies with a second fiscal quarter ending on June 30, it’s time to evaluate whether to seek classification as a smaller reporting company by the SEC, which entails fewer disclosure requirements.

Read about the executive compensation recovery “clawback” listing standards proposed by the NYSE and Nasdaq, the consequences for failing to meet these requirements, and the steps affected issuers should take to ensure compliance by the December 1 deadline.

Read about the proposal by NYSE and Nasdaq to delay the effective date of the SEC’s clawback listing standards to October 2, 2023.

Read about the SEC’s final rules requiring increased quantitative data and expanded narrative disclosure regarding share repurchases by an issuer.

The FDIC has updated its Frequently Asked Questions related to the failure of Silicon Valley Bank following the government’s decision to invoke the systemic risk exception to protect all depositors by making them whole.

In this alert, we discuss a joint press release issued by the FDIC, the Federal Reserve, and the Department of the Treasury, on March 12, 2023, announcing that the Federal Reserve has invoked the systemic risk exception, thereby protecting all depositors of Silicon Valley Bank.

Resources and insights to help clients and companies navigate the evolving situation.

Read about the SEC’s recently adopted rules to require reporting companies to disclose the so-called Pay Versus Performance relationship between a company’s financial performance and executive compensation that was “actually paid” by the company over a five-year period.

Bill Hicks was a guest on Between the Biotech Waves with Nessan Bermingham.

This article discusses the LA Superior Court’s April 1, 2022 ruling in Crest v. Padilla, which challenged the constitutionality of a California statute requiring certain publicly traded companies to include members from underrepresented communities on their boards.

In this webinar, former Massachusetts Governor Bill Weld, and Members Megan Gates and Jacob Hupart, examine key takeaways from the SEC’s proposed climate-related disclosures rule.