Soon after California passed far-reaching climate legislation last year (referred to herein as SB 253 and SB 261; see our earlier blog post here and here for background), it was challenged in the U.S. District Court for the Central District of California
Securities Law Exchange
The Securities Law Exchange blog, published by Bass, Berry & Sims PLC, offers commentary and practical insights on updates from the U.S. Securities and Exchange Commission (SEC) relevant to publicly traded companies. It covers topics such as SEC regulatory changes, compliance requirements, insider trading rules including Rule 10b5-1 plans, climate-related financial disclosure obligations, stock exchange listing considerations, and confidential registration statement review processes. The blog addresses legal developments affecting securities offerings, corporate governance, and disclosure obligations, providing guidance on navigating complex securities laws and regulatory enforcement trends.
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SEC Charges Former Public Company Director and CEO with Concealing Close Friendship with Company Executive
As most public companies enter their fourth fiscal quarter and look ahead to filing their Form 10-Ks and proxy statements, a recent settlement agreement announced by the Securities and Exchange Commission (the SEC) serves as a cautionary tale about director…
Update (and Refocus) on California Climate Disclosures
As anticipated, on September 27, California Governor Gavin Newsom signed into law Senate Bill 219 (SB 219), after the California legislature passed it on August 31, 2024. SB 219 amends the Climate Corporate Data Accountability Act (SB 253) and the Climate‐Related Financial…
Recyclable K-Cups: Investors Beware?
On September 10, the Securities and Exchange Commission (the Commission or SEC) charged Keurig Dr Pepper Inc. (Keurig) for making inaccurate statements about the recyclability of its K-Cup single-use beverage pods. Without admitting or denying the findings in the order,…
The Time is Here: Public Companies Should be Mindful of the Upcoming Insider Trading Policy Form 10-K Exhibit Filing Requirement
By Kevin Douglas & Justin Hay
In connection with the upcoming Form 10-K/proxy season, public companies with a fiscal year ending on December 31 will be required, for the first time, to publicly file their insider trading policies as exhibits to their Annual Report on Form…
Just In! More Guidance on Material Cybersecurity Incidents (Item 1.05 of Form 8-K)
On June 24, the Securities and Exchange Commission (SEC) released five additional Compliance and Disclosure Interpretations for Item 1.05 of Form 8-K (Material Cybersecurity Incidents). These interpretations provide additional guidance as to whether and when materiality determinations should be made…
Certain Members of Congress Urge SEC to Enforce Existing Climate Disclosure Rules During Litigation
Update on Litigation Timeline of SEC’s Climate Disclosure Rules
We previously blogged about the final climate disclosure rules, and how the Securities and Exchange Commission (SEC) voluntarily stayed implementation of the final rules pending the completion of judicial review of the consolidated Eighth Circuit cases.…
T+1 = Here We Come!
On February 15, 2023, the Securities and Exchange Commission (SEC) adopted a set of rule amendments and new rules to facilitate the shortening of the standard settlement cycle for most broker-dealer transactions from two business days after the trade date…
Embattled SEC Climate Disclosure Rule
I was recently quoted in Corporate Compliance Insights sharing perspective on the new climate disclosure rules issued in March 2024 by the Securities Exchange Commission (SEC). The SEC voluntarily stayed the new rules while the Court of Appeals for the…