Skip to main content
Home
Home

Public Chatter

man walking up spiral concrete staircase

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.   

woman typing on a cell phone
March 21, 2023

DOJ Issues New Guidance on Use of Personal Devices and Third-Party Messaging Applications

Just last month, Stewart Landefeld ran a popular blog with practice pointers about directors and their personal devices.

View blog post
People in front of a colorful wall
March 20, 2023

Corp Fin's Guidance on VIFs: An Unexpected Development from Universal Proxy

Early uses of the universal proxy card have led to one interesting development – new Corp Fin guidance regarding broker voting instruction forms (VIFs). VIFs are the way in which shareholders who hold their shares through a bank, broker or other intermediary instruct that intermediary how to complete the company's proxy card for their shares.

View blog post
Modern Buildings
March 16, 2023

Board Duties: Fairness Opinions are One Tool to Consider

Here's a tip from the sixth edition of our popular publication The Public Company Handbook, which is an easy-to-read guide that provides practical insights regarding legal and other board management issues facing public—or soon-to-be-public—companies.

View blog post
Colorful ceramic tile
March 15, 2023

What Are “Best Practices” Anyway?

Recently, I was talking to Ben Dale about what constituted best practices as it pertained to a particularly tricky topic in the securities laws. It led me to pause and think, "What are best practices anyway?"

View blog post
Placeholder image
March 14, 2023

In-House Corner: Disclosure Controls - Part 2

In this blog feature, our in-house readers share tips, anecdotes, and thoughts about topics that arise in their daily practice.

View blog post
Intellectual Property related image of bank vault
March 13, 2023

Silicon Valley Bank: All the Latest

The folks in our "Emerging Companies & Venture Capital Law" group have been doing an amazing job the past few days providing constant updates on all the developments related to Silicon Valley Bank via our

View blog post
Modern Buildings
March 9, 2023

DOJ Brings First Criminal Charges Stemming From Use of Rule 10b5-1 Plan

Last week, the DOJ unsealed an indictment against the CEO of a publicly traded healthcare company (the Executive) relating to charges of an insider trading scheme.

View blog post
Tattoo gun
March 8, 2023

Form ID: Be Aware of What Title You Use

When a new insider is required to make Section 16 filings, that insider will need to obtain Edgar codes to allow for electronic filing with the SEC. Typically, the corporate secretary (and/or paralegal if a company has one) will assist the insider with this process, which involves initially filing a Form ID application.

View blog post
Modern Buildings
March 7, 2023

DOJ Prioritizes Enforcement of Sanctions and Export Control Violations Against Companies

Here's an excerpt from this "White Collar Briefly" blog about this recent speech

View blog post
Colorful beams on a building
March 6, 2023

How Should We Develop Disclosure Controls for an E-Signature Process?

Following up on my long-running series of e-signature blogs, for some reason, this topic always fascinates me: "How do companies – in practice – retain all those signatures for SEC filings?

View blog post
Virtual Landscape
March 2, 2023

The NYSE & Nasdaq Propose Their Clawback Rules

Last October, the SEC adopted final rules directing the NYSE and Nasdaq to adopt listing standards requiring companies to have clawback policies that provide for the recovery, in the event of a required accounting restatement, of certain incentive-based compensation received by current or former executive officers based on erroneously reported financial information.

View blog post
Placeholder image
March 1, 2023

In-House Corner: Disclosure Controls - Part 1

In this blog feature, our in-house readers share tips, anecdotes, and thoughts about topics that arise in their daily practice. This particular batch of thoughts is about disclosure controls, particularly in the context of the climate and cybersecurity disclosure rules that could be coming soon from the SEC:

View blog post
Placeholder image
February 28, 2023

SEC Expands Daily Filing Window for Forms 144 to Match Section 16 Reports

With the April 13th deadline for mandatory Edgar filing for all Form 144s looming just ahead, the SEC amended Regulation S-T last week to expand the daily window for filing Forms 144 so that the "end of the day" deadline will be 10:00 p.m.

View blog post
Music - microphone
February 27, 2023

Changes to Form N-PX: What Might Be the Impact on This Proxy Season?

During our recent webcast - "Proxy Season Roundtable: What You Need to Know Now" - Proxy Analytics' Steve Pantina talked about SEC's updated rules regarding Form N-PX changes and some of the practical implications they may have (see

View blog post
Placeholder image
February 17, 2023

SEC Adopts T+1 Settlement (But Longer Settlement Cycles Permitted)

A few days ago, the SEC adopted new rules related to the settlement of securities transactions. Specifically, the new rules call for a shorter T+1 settlement cycle. The rules become effective 60 days following publication in the Federal Register and the compliance date is May 28, 2024.

View blog post
Home
Jump back to top