On December 30, 2024, President Joe Biden issued an Executive Order providing that all executive departments and agencies of the U.S. federal government will be closed on Thursday, January 9, 2025, as a mark of respect for the passing of former President Jimmy Carter. The SEC announced that the EDGAR…
The SEC announced that the EDGAR system will be closed on both Tuesday, December 24, 2024 and Wednesday, December 25, 2024. December 25 is a federal holiday and December 24 will be treated as a federal holiday “for filing purposes.” The SEC notes that on December 24, 2024 and December 25,…
The continuing resolution funding the federal government is set to expire at midnight, and if Congress does not take action today, a lapse in appropriations will directly impact the operations of the SEC. The last time that a government shutdown occurred for a significant period of time was in 2018,…
In an en banc decision filed on December 11, 2024, the U.S. Court of Appeals for the Fifth Circuit vacated the 2021 approval by the SEC of rules adopted by Nasdaq to promote more diverse board membership at Nasdaq-listed companies. The decision overturned an earlier ruling by a three-judge panel of the Fifth Circuit that had upheld the…
It’s that time of year again! For calendar year-end companies, changes in filer status are effective as of the last day of the fiscal year in which the company made the determination of its public float, which is determined as of the end of the second fiscal quarter. Public companies…
We are pleased to present our Year-End Tool Kit, which is intended to assist you in preparing for the upcoming annual reporting and proxy season. Our annual Tool Kit includes updated D&O Questionnaires, executive compensation materials and detailed calendars covering reporting and compliance deadlines — all of which are free…
As a reminder, public companies with fiscal years ended September 30, 2024 must now disclose whether the company has adopted insider trading policies and procedures that apply to transactions involving the company’s securities by its directors, officers and employees or the company itself in their upcoming annual reports on Form…
As a reminder, the SEC will be closed, and the EDGAR system will not accept filings, on Monday, October 14. U.S. stock exchanges will be open for trading on Monday. The SEC’s EDGAR Calendar continues to identify the holiday taking place on Monday as “Columbus Day,” but in recent years…
On October 7, 2024, the SEC issued an order approving a Nasdaq-proposed change to Listing Rule 5810(c)(3) relating to the exchange’s minimum bid price requirement, reverse stock splits and attempts to regain minimum bid price compliance which trigger non-compliance with another listing requirement. Under Nasdaq Rule 5550(a)(2), Nasdaq-listed companies are…
In December 2020, the SEC adopted rules under the Dodd-Frank Act requiring that resource extraction issuers report payments made to foreign governments and the U.S. Federal government for the purpose of commercial development of oil, natural gas and minerals. These disclosures must be filed on Form SD. The SEC established…