Public Chatter
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. Subscribe 🡢
The SEC Posts a New Form 10-K Cover Page (With Checkboxes)
As I recently blogged, there's been some confusion about what should be done — transitionally — about the Form 10-K cover page and the checkboxes that result from the SEC's recent clawbacks rulemaking.
Garland Memo, Emphasizing Prosecutorial Lenity, Reflects Significant DOJ Policy Shift
Here's the intro from a recent blog by Sean Solis over on our "White Collar Briefly" Blog: "On December 16, 2022, U.S.
This Wednesday’s Webcast: “Rule 10b5-1 Plans & Insider Trading Policies – Top Issues to Tackle”
Tune in for this Wednesday's webcast – "Rule 10b5-1 Plans & Insider Trading Policies: Top Issues to Tackle" – to join Perkins Coie's own Kelly Reinholdtsen, Jonathan Shulman, and Broc Romanek as they offer practical tips to help you prepare for t
Directors and Their Personal Devices: 6 Practice Pointers!
Our recent blog about the DOJ's new guidance on personal devices and third-party messaging had me thinking about how I've personally been handling this new world of directors and personal devices.
Corp Fin Issues “Form 10-K Checkbox” Guidance
Last Friday, Corp Fin issued four new Exchange Act CDI 121H.01-04 to provide some guidance relating to the
Next Week's Webcast: “Rule 10b5-1 Plans & Insider Trading Policies – Top Issues to Tackle”
Tune in for next week's webcast – "Rule 10b5-1 Plans & Insider Trading Policies: Top Issues to Tackle" – set for Wednesday, February 8th.
How Many “Executive Officers” Should a Company Have?
Over the years, I've written a number of times about the process that in-house counsel periodically goes through to benchmark how many "executive officers" a company has against its peers. Although the "executive officer" determination is an internal factual analysis, it's natural for companies to periodically benchmark how many executive officers their company has compared to its peers.
ESG Helps Emerging Companies Add Value and Reduce Risk
In this Bloomberg Law article, Kevin Feldis and Marcy Hupp explain how effective ESG plans give startup companies a competitive edge. Here's an excerpt:
"Developing an ESG strategy early in the life of a company has many competitive advantages.
A Proxy Season Guide: “Shareholder Engagement"
Upcoming Webcast: “Rule 10b5-1 Plans & Insider Trading Policies - Top Issues to Tackle”
Tune in for our webcast – "Rule 10b5-1 Plans & Insider Trading Policies: Top Issues to Tackle" – set for Wednesday, February 8th.
Universal Proxy: Should You Amend Your Bylaws?
During our recent webcast — "Proxy Season Roundtable: What You Need to Know Now" — Allison Handy joined Proxy Analytics' Steve Pantina to discuss the potential impact of universal proxy on this proxy season.
Corp Fin Clarifies Compliance Dates for New Section 16 Amendments
As described in our earlier blog, the SEC adopted amendments to Rule 16b-3 last month requiring that dispositions by gift of securities previously permitted to be reported on a deferred basis on Form 5 will soon be required to be reported within two days on Form 4.
Corp Fin Renee Jones to Leave; Erik Gerding Promoted
Last week, the SEC announced that Corp Fin Director Renee Jones would be leaving the SEC in several weeks and return to her old faculty job at Boston College Law School.
Glossy Annual Reports: Time to File Them Electronically!
As we blogged back then, the SEC changed its rules last summer to finally mandate the Edgar filing of those few forms that were still being permitted to be filed in paper - mainly Form 144s and glossy annual reports.
BlackRock’s Pass-Through Voting: What’s The Impact So Far?
During our recent webcast — "Proxy Season Roundtable: What You Need to Know Now" — Proxy Analytics' Steve Pantina discussed the potential impact of pass-through voting on this proxy season at the 49:35 mark. Below is a summary of some of his thoughts: