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Securities Law Blog

The Securities Law Blog provides commentary and news on the latest securities law developments impacting established and emerging growth publicly-traded issuers and investment banks, as well as entrepreneurs and venture-backed private entities. Our blog closely follows SEC rulemaking in several key areas including public and private securities offerings, shareholder activism and equity investment, and mergers & acquisitions.

The authors of this blog are members of the Corporate/Securities practice of Olshan Frome Wolosky LLP.  Since our founding, this firm has been distinguished by responsive, independent and client-focused legal services provided by lawyers with a profound commitment to the companies they serve. This blog is an outgrowth of this representation of our clients in a wide range of capital market transactions.

Showing 8 posts in Form 10-K.

The SEC Reminds Public Companies that All Filings Must Be Truthful and Complete, Even Form NTs to Extend a Periodic Report Deadline for a Few Days

Attacking information asymmetry between management and shareholders, the SEC charged eight companies for failing to disclose in Form 12b-25 filings that their reason for seeking a delayed annual or quarterly report was an anticipated restatement or correction of prior financial reporting. Public companies should be reminded that all filings – even arguably minor ones like Form NT – must be truthful and complete. Read More ›

SEC Announces That It Will Aggressively Scrutinize Issuer’s Climate Change Disclosure

Issuers Need to be Prepared to Provide More Accurate and Consistent Disclosures of the Material Risks Associated with Climate Change Read More ›

Reminders for the 2019 Form 10-K and Proxy Season

New SEC rules adopted in 2018 simplify certain disclosure requirements and amend the definition of smaller reporting company. Read More ›

Practice Pointers for Better Disclosure of Director and Executive Officer Professional Biographies in SEC Filings

This post first appeared in Securities Regulation Daily, a Wolters Kluwer publication, on August 29, 2017.

Item 401 of Regulation S-K requires that companies disclose the business experience of its directors, officers, nominees and significant employees in order for investors and stockholders to evaluate the management of a public company Read More ›

Head’s Up! 2016 Form 10-K Filing Deadlines and Related Dates to Keep in Mind

Print out and save these pages containing important SEC reporting deadlines for upcoming filings by calendar - fiscal year end public companies. Read More ›

June 30 is Coming - What Filer Are You?

The SEC has established four categories of filers with varying public float thresholds that are determined as of June 30 for reporting companies with calendar-fiscal years. Read More ›

Reminders for your Annual Report and Proxy Statement: The 21-Point “Anti-Disclosure List”

Smaller reporting companies and emerging growth companies can save time and money knowing which sections of their Form 10-K and annual proxy statement can be omitted under SEC rules. Read More ›

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