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The Ticker

The Ticker

We heard you! Your business is moving fast. You need to assess new developments quickly, determine if they apply to your business, and act accordingly. The Ticker is designed to focus your attention on key developments in the areas of SEC compliance, capital markets, corporate governance, executive compensation and other matters important to public companies and their officers and directors. Below are summaries of recent developments in these areas.

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Securities Group

Please contact a member of the group if you would like further information or have a topic you would like to see in The Ticker.


Coming This Summer: A Dramatic Change in Auditor Reporting

May 20, 2019

Later this summer, audit reports for large accelerated filers will include a new section addressing “critical audit matters,” which “will be a dramatic change in auditor reporting and is expected to generate significant media attention, particularly in the first year of adoption.”

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SEC Proposes Amendments to “Accelerated Filer” and “Large Accelerated Filer” Definitions

May 20, 2019

On May 9, the SEC proposed amendments to Exchange Act Rule 12b-2 that would revise the “accelerated filer” and “large accelerated filer” definitions in order to reduce costs for certain lower-revenue companies.

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SEC Announces New Streamlined Procedure for Confidential Treatment Extensions

May 20, 2019

The SEC recently announced a streamlined procedure for registrants to apply for an extension of confidential treatment for previously granted requests under the traditional CTR regime.

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SEC Approves Silicon Valley-Based Stock Exchange

May 20, 2019

On May 10, the SEC approved the Long-Term Stock Exchange’s application to become a national securities exchange, clearing the way for the San Francisco-based company to launch the nation’s 14th stock exchange.

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New Study Examines How Public Companies Measure Executive Performance

May 20, 2019

A new study by Corporate Board Member and Compensation Advisory Partners surveyed 258 public company board members to “determine how board members measure performance and incorporate it in their company’s incentive compensation plans.”

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SEC Adopts Rules to Modernize and Simplify Regulation S-K

April 15, 2019

On March 20, the SEC announced that it had adopted final rules to modernize and simplify certain disclosure requirements in Regulation S-K.

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SEC Issues Guidance on Redaction of Exhibits Containing Immaterial, Competitively Harmful Information

April 15, 2019

On April 1, the SEC issued guidance to assist registrants in complying with the new rules and procedures governing the redaction of exhibits.

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SEC Issues Guidance on Board Diversity Disclosure

April 15, 2019

The SEC recently updated its compliance and disclosure interpretations (CDIs) to provide guidance on what disclosure of directors’ self-identified diversity characteristics is required under Item 401 of Regulation S-K and, with respect to director nominees, under Item 407.

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Proposed Legislation Would Mandate Board and C-Suite Diversity Disclosure

April 15, 2019

The proposed legislation would require any proxy statement relating to the election of directors to include disclosure of certain self-identified diversity characteristics of the company’s directors, director nominees and executive officers.

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Director Diversity and Other Board Matters: A Look at the Data

April 15, 2019

Two new publications by Deloitte and Ernst & Young provide useful data to assist boards in comparing their own composition, views and practices to those of other boards.

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