Anna T. Pinedo

Anna Pinedo is a partner in Mayer Brown’s New York office and a member of the Corporate & Securities practice. She concentrates her practice on securities and derivatives. Anna represents issuers, investment banks/financial intermediaries and investors in financing transactions, including public offerings and private placements of equity and debt securities, as well as structured notes and other hybrid and structured products.

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Firm/Organization: Mayer Brown

Blogs: Free Writings + Perspectives

Latest Articles

Free Writings + Perspectives

SEC Guidance Issued on Proxy Matters

By Anna T. Pinedo on August 21, 2019

At an open meeting today, the Securities and Exchange Commission issued guidance to assist investment advisers in fulfilling their proxy voting responsibilities in using the services of a proxy advisory firm, and provided guidance on proxy voting disclosures under Investment Company Act forms. The Commission also issued an interpretation of Exchange Act Rule 14a-1(l) that proxy voting advice generally constitutes a solicitation under the federal proxy rules and related guidance regarding the application of the…

Free Writings + Perspectives

SEC Proposed Changes to Accelerated and Large Accelerated Filer Definitions

By Anna T. Pinedo & Ryan L. Eickel on August 20, 2019

In this Lexis Practice Advisor® Practice Note, we discuss the proposed amendments issued by the Securities and Exchange Commission (SEC) on May 9, 2019 to the accelerated filer and large accelerated filer definitions in Rule 12b-2 (Rule 12b-2) (17 C.F.R. § 240.12b-2) under the Securities Exchange Act of 1934, as amended (the Exchange Act). The proposed amendments: (i) exclude from the accelerated and large accelerated filer definitions any issuer that qualifies as a smaller…

Free Writings + Perspectives

SEC Open Meeting on Proxy Related Matters

By Anna T. Pinedo on August 14, 2019

The Securities and Exchange Commission announced an open meeting for August 21st in order to consider: guidance regarding the proxy voting responsibilities of investment advisers under Rule 206(4)-6 under the Investment Advisers Act of 1940, as well as to consider whether to publish an interpretation and related guidance regarding the applicability of certain rules, which the Commission has promulgated under Section 14 of the Securities Exchange Act of 1934, to proxy voting advice. See the…

Free Writings + Perspectives

Nasdaq Rule Changes to Initial Listing Standards Related to Liquidity Effective

By Anna T. Pinedo on August 9, 2019

Earlier this spring, the Nasdaq Stock Exchange (the “Nasdaq”) filed a proposed amendment (the “Amendment”) of its initial listing standards with the Securities and Exchange Commission (the “SEC”). The SEC approved the changes to Nasdaq’s initial listing standards in July 2019, and these changes became effective this week, on August 5, 2019. The Nasdaq amended the requirements for entry onto its exchange based on the characterization of a security as “unrestricted” or “restricted.” Previously, securities…

Free Writings + Perspectives

Regulation S-K Amendments Proposed

By Anna T. Pinedo on August 8, 2019

Despite the cancellation of the open meeting, the Securities and Exchange Commission proceeded to vote to propose amendments to certain Regulation S-K disclosure requirements. The proposed amendments relate only to Items 101 (description of business), 103 (legal proceedings) and 105 (risk factors). This does not fully address all of the aspects of Regulation S-K that were part of the Commission’s Concept Release. Here is a link to the Fact Sheet and to the proposing release…

Free Writings + Perspectives

Open Meeting Cancelled

By Anna T. Pinedo on August 7, 2019

We had previously blogged regarding an August 8, 2019 open meeting to be held by the Securities and Exchange Commission to consider amendments to the business related disclosure requirements of Regulation S-K. The open meeting has been cancelled.…

Free Writings + Perspectives

Regulation S-K Business and Risk Factor Changes?

By Anna T. Pinedo on August 2, 2019

The Securities and Exchange Commission announced an open meeting for August 8th to consider whether to propose rule amendments to modernize the description of business, legal proceedings, and risk factor disclosures required by Regulation S-K. Readers will recall that the Commission had published a concept release (see: https://bit.ly/1Y52Baz) a little over three years ago seeking comment on Regulation S-K business and financial statement requirements. The concept release followed on the heels of the Commission’s…

Free Writings + Perspectives

FINRA Proposed Amendments to Rules 5130 and 5131

By Anna T. Pinedo on July 29, 2019

FINRA proposes to amend Rule 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings) and Rule 5131 (New Issue Allocations and Distributions), which are known as the spinning and withholding rules and which were adopted after the dotcom bust. The proposed rule change would exempt additional categories of persons from the restrictions of the rules–for example, the proposed rule change would incorporate the definition of “family member” and “family client” under the…

Free Writings + Perspectives

FINRA Corporate Financing Rule Amendment

By Anna T. Pinedo on July 29, 2019

Earlier this month, FINRA responded to comments submitted regarding proposed amendments to Rule 5110 (see: https://bit.ly/2MlXCU4) and filed an amended proposal with the Securities and Exchange Commission (see: https://bit.ly/31bECMr). Exhibit 4 shows the changes proposed in this Partial Amendment No. 1 in a blacklined version. In Partial Amendment No. 1 FINRA is, among other things: Modifying the requirement to file a description of any securities of the issuer acquired and beneficially owned by…

Free Writings + Perspectives

FINRA Resource on Private Placement Filings

By Anna T. Pinedo on July 29, 2019

FINRA has released guidance, in question-and-answer format, with respect to FINRA member firm requirements to make filings under FINRA Rule 5122 and Rule 5123. The Q&A addresses a number of frequently asked questions, including whether a placement agent may file on its behalf and on behalf of other placement agents, the types of materials that must be filed, and the review process. See FINRA’s website.…

Anna T. Pinedo

SEC Guidance Issued on Proxy Matters

SEC Proposed Changes to Accelerated and Large Accelerated Filer Definitions

SEC Open Meeting on Proxy Related Matters

Nasdaq Rule Changes to Initial Listing Standards Related to Liquidity Effective

Regulation S-K Amendments Proposed

Open Meeting Cancelled

Regulation S-K Business and Risk Factor Changes?

FINRA Proposed Amendments to Rules 5130 and 5131

FINRA Corporate Financing Rule Amendment

FINRA Resource on Private Placement Filings

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