On October 26, 2026, the Division of Corporation Finance Staff issued a no-action letter to Sumisho Air Lease Corporation. The no-action letter addresses the Form S-3 eligibility of a company that had been subject to reporting requirements of Exchange Act Section 15(d), but then had that Section 15(d) obligation suspended…
On October 15, 2026, the SEC’s Division of Corporation Finance issued new and revised Corporation Finance Interpretations (CFIs) providing additional flexibility for registering compensatory awards, including awards assumed in acquisitions and granted before an IPO. The guidance also clarifies registration fees for retirement plans and Form 4 filing deadlines for…
On October 7, the SEC issued a report of investigation under Section 21(a) of the Exchange Act addressing whether members of Climate Action 100+ (CA100) violated the beneficial ownership reporting provisions of the Exchange Act in connection with the election of dissident directors nominated by Engine No. 1 at the…
Tokenized securities are moving from what was once theory to regulated market infrastructure. For the first time, pursuant to an SEC exemptive order, third parties may be able to tokenize and facilitate trading of your company’s stock unless you affirmatively opt out. Public companies that establish a clear position now,…
At the 2026 Proxy Disclosure Conference & 23rd Annual Executive Compensation Conference in Orlando, Dave Lynn led a panel on the latest developments from the Division of Corporation Finance. Dave Lynn is a Senior Editor of TheCorporateCounsel.net, CompensationStandards.com and The Corporate Executive, co-author of The Executive Compensation Disclosure Treatise and…
On October 7, the SEC posted notice and immediate effectiveness of a Nasdaq amendment to Listing Rule 5505, which will require a minimum $4 stock price for initial listing on the Nasdaq Capital Market. This will eliminate the alternative price standards that had permitted the listing of securities priced between…
On October 7, ISS STOXX Governance (ISS) announced the results of its annual global benchmark policy survey. This survey is conducted as part of the annual policy development process that ISS undertakes to determine whether it should make changes to its benchmark voting polices for the 2027 proxy season. ISS…
On September 29, 2026, the SEC’s Division of Corporation Finance issued a no-action letter in response to a request from Tesla, Inc. (Tesla) indicating that the Division would not recommend enforcement action to the Commission if Tesla proceeded with its proposed issuer voluntary retail voting program. Of note, the Tesla…
On September 28, 2026, in a response to a request from Goldman Sachs, the SEC’s Division of Corporation Finance issued a no-action letter stating that it would not recommend enforcement action related to Exchange Act Rules 14a-3(a), 14a-4(d)(2), 14a-4(d)(3), 14a-4(f) or 14a-12(a) if the company implements its proposed retail voting…
Public companies regularly face questions involving SEC reporting, disclosure, corporate governance and securities and corporate law matters. The answers to these questions are often found only after consulting numerous resources, and those resources may not always address the practice considerations that are critical to understanding and addressing any particular legal…