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ling-gwuh ni-gō-tē: the language of business

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SEC Stays Disclosure Rules Related to Issuer Share Buybacks

By Robert Loesch, Glenn Morrical, and Kristen Baracy

On June 21, 2023, we published a lingua negoti blog post reviewing the SEC’s adoption of final rules designed to strengthen disclosures about a company’s repurchases of its own shares. On October 31, 2023, the U.S. Court of Appeals for the…

SEC Adopts Final Cybersecurity Disclosure Rules

By Robert Loesch, Glenn Morrical, and Kristen Baracy

On July 26, 2023, the Securities and Exchange Commission (“SEC”), by a 3-2 vote, approved new disclosure rules designed to enhance and standardize disclosures regarding cybersecurity risk management, strategy, governance, and incidents by public companies that are subject to the reporting…

SEC Adopts Disclosure Rules Related to Issuer Share Buybacks

By Kristen Baracy, Robert Loesch, and Glenn Morrical

On May 3, 2023, the Securities and Exchange Commission (“SEC”) adopted by a 3-2 party-line vote final rules designed to strengthen disclosures about an issuer’s repurchases of its own shares. The adopting release is available at the SEC’s website here.

As…

SEC adopts final rules on hedging disclosure—finally!

On December 18, 2018, the SEC at long last adopted final rules adding new Item 407(i) to Regulation S-K requiring disclosure about a company's practices and policies regarding hedging in the company's securities by directors and employees.

The SEC provides guidance on data breach disclosure and cybersecurity compliance

In the wake of recent notable data breaches, the United States Securities and Exchange Commission issued an interpretive release designed to improve the timeliness and accuracy of public companies’ disclosures of cybersecurity risks and incidents and prevent insider trading.  The SEC’s guidance release and this post raise several issues and concerns that all companies, regardless of size and ownership, need to take seriously to improve their cybersecurity planning and legal compliance.

Jayne Juvan coauthors “A Guide to the Evolving Executive Compensation Landscape” for Bloomberg Law

In A Guide to the Evolving Executive Compensation Landscape published by Bloomberg Law, Jayne Juvan and coauthors Ellen Grady and Bruce Dravis provide a comprehensive discussion of the regulatory regime applicable to compensation programs for corporate officers and directors. Executive compensation provides a valuable means to lure and retain talent…