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On September 17, 2025, the Securities and Exchange Commission (the “Commission”) held an open meeting to discuss several items, including (i) permitting the acceleration of effectiveness of registration statements of issuers with certain mandatory arbitration provisions and (ii) amending the Commission’s Rules of Practice relating to the Commission’s review of staff declarations of effectiveness of…

In March 2024, the Securities and Exchange Commission (the “SEC” or the “Commission”) adopted rules entitled The Enhancement and Standardization of Climate-Related Disclosures for Investors (the “Rules”), intended to standardize how public companies report material climate-related risks and greenhouse gas emissions. However, the Rules were almost immediately the subject of litigation, which was subsequently consolidated in…

On September 3, 2025, Nasdaq filed two rule proposals with the Securities and Exchange Commission (SEC) to amend its initial and continuing listing standards.  The first proposal would increase minimum requirements for public float and capital raised in IPOs and establish new suspension and delisting procedures for issuers that fail to meet Nasdaq’s continued listing…

The SEC Office of the Advocate for Small Business Capital Formation recently hosted policy roundtables reexamining the IPO on-ramp and reassessing the framework for small public companies. Mayer Brown Partner Jennifer Zepralka joined the roundtables to examine ways to encourage more companies, particularly smaller companies, to go public and stay public.

See the recordings and…

On July 11, 2025, the staff (the “Staff”) of the U.S. Securities and Exchange Commission’s (the “SEC”) Division of Corporation Finance (the “Division”) published non-substantive updates to various Compliance and Disclosure Interpretations (“CDIs”) relating to Exchange Act Sections 13(d) and 13(g) and Regulation 13D-G Beneficial Ownership Reporting. 

The updates bring the CDIs into alignment with…

On June 26, 2025, the U.S. Securities and Exchange Commission (SEC) hosted a roundtable on executive compensation disclosure requirements with representatives from public companies, their advisors, and investors.

The program began with remarks from Chairman Atkins and Commissioners Peirce and Uyeda, each of whom indicated their support for reexamining the rules. Chairman Atkins, calling the…

On June 4, 2025, the U.S. Securities and Exchange Commission (the “SEC”) issued a concept release soliciting public comment on the definition of foreign private issuer (“FPI”), particularly on whether the current definition should be amended in an effort to protect U.S. investors while continuing to facilitate capital formation. The SEC is focused on the…

As we previously addressed here, on February 12, 2025, the Staff of the U.S. Securities and Exchange Commission’s Division of Corporation Finance published Staff Legal Bulletin 14M (“SLB 14M”). Among other things, SLB 14M rescinded previous Staff guidance on no-action requests, pursuant to which a company can attempt to exclude a shareholder proposal from…

On April 25, 2025, the staff (the “Staff”) of the U.S. Securities and Exchange Commission’s Division of Corporation Finance (the “Division”) announced several new, withdrawn or revised Compliance and Disclosure Interpretations, all relating to Exchange Act Rule 10b5-1, covering trading “on the basis of” material nonpublic information as it relates to insider trading.  In all…

On February 12, 2025, the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission issued Staff Legal Bulletin No. 14M (“SLB 14M”), which rescinds in part Staff Legal Bulletin No. 14L (“SLB 14L”). In addition, SLB 14M provides guidance and clarification on the Staff’s views on the scope…