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Public Chatter

Public Chatter provides practical guidance—and the latest developments—to those grappling with public company securities law and corporate governance issues, through content developed from an in-house perspective.

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January 5, 2022

HBO’s “Succession” Gives Us a Reg FD Moment (Or Two)

Over the holidays, I was catching up on Season 3 of the HBO show, "Succession." This season features more scenes than ever before implicating the topics that many of us handle on a regular basis.

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January 4, 2022

In-House Corner: Working During Vacations/Holidays - Part 2

This feature of our blog is where our in-house readers share tips, anecdotes and thoughts about things that come up in their daily practice.

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January 3, 2022

In-House Corner: New Year’s Resolutions - Part 2

This feature of our blog is where our in-house readers share tips, anecdotes and thoughts about things that come up in their daily practice.

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December 21, 2021

In-House Corner: New Year’s Resolutions

Here is our last blog for this calendar year - enjoy your holidays! This feature of our blog is where our in-house readers share tips, anecdotes and thoughts about things that come up in their daily practice.

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December 20, 2021

In-House Corner: Working During Vacations/Holidays

This feature of our blog is where our in-house readers share tips, anecdotes and thoughts about things that come up in their daily practice. This particular batch of thoughts is about working during your vacation or over a holiday [Part 2 is coming soon; feel free to ping me and share your thoughts – they will be posted anonymously or with attribution, whichever you desire]: 1.

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December 16, 2021

SEC Proposes Changes to Rule 10b5-1 Plans: 6 Things to Know

Yesterday, the SEC proposed changes to Rule 10b5-1 plans that would add new conditions to the availability of the affirmative defense to insider trading liability – here are the SEC's press release, fact sheet and

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December 16, 2021

SEC Proposes Real-Time Reporting of Company Buybacks: 3 Things to Know

Yesterday, the SEC proposed a new reporting regime for company share repurchases.

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December 15, 2021

BlackRock’s 2022 Voting Guidelines: Board Diversity, Climate Change and E&S Disclosures

Yesterday, BlackRock released its latest proxy voting guidelines for U.S. securities.

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December 14, 2021

ISS Posts Updated Comp FAQs: Four Things to Know

Last week, ISS posted a set of 11 updated FAQs for pandemic-related pay adjustments.

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December 13, 2021

FBI Warns Your Deal Might Be Threatened by Ransomware!

Here is a crazy thing to be aware of. Ransomware actors are targeting companies involved in significant, time-sensitive financial events. Cyber criminals identify non-publicly available information, which they threaten to release in an effort to entice victims to comply with ransom demands. That's right. Your deal - including an IPO - could be used against you.

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December 9, 2021

ISS Finalizes Voting Policy Changes in Four Hot Areas for US Companies

About a month after proposing changes to its voting policies, ISS announced its final voting policies for next year a few days ago (here is the final policy updates –

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December 8, 2021

Video Archive: “Proxy Season Roundtable – What You Need to Know Now”

Here's the video archive for the webcast from last week – "Proxy Season Roundtable – What You Need to Know Now" – featuring Perk

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December 7, 2021

In-House Corner: Virtual Annual Meetings – Part 3

This feature of our blog is where our in-house readers share tips, anecdotes and thoughts about things that come up in their daily practice.

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December 6, 2021

Ways to Overcome Practical Obstacles to Achieving Board Diversity

Following up on Evelyn Cruz Sroufe's blog about four rebuttals to the opposition against Nasdaq's board diversity rules, despite positive measures such as Nasdaq's adoption of board diversity rules, increasing diversity on corporate boards has been painfully slow and

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December 3, 2021

Video Archive: “Anatomy of a Proxy – Practice Tips from the Experts”

Here's the video archive for the webcast from last month - "Anatomy of a Proxy – Practice Tips from the Experts" - featuring Perkins Coie's own Dani