In our February 20, 2026 client alert titled “New Reporting Obligations for Directors and Officers of Foreign Private Issuers,” we outlined the Holding Foreign Insiders Accountable Act (HFIAA) and the new reporting requirements under Section 16(a) of the Exchange Act for the officers and directors of foreign private issuers (“FPIs”) registered with the
SEC Holds Roundtable on the “Retailization” of Private/Alternative Investments: A Hint of the Agency’s Direction
Last week, on March 4, 2026, the U.S. Securities and Exchange Commission (“SEC”) held a roundtable on retail investments in private market, or “alternative,” investments. Such investments might include, for example, hedge, credit, or other private funds, as well as non‑traded real estate investment trusts (REITs), business development companies (BDCs), a small but potentially growing
New Reporting Obligations for Directors and Officers of Foreign Private Issuers
On December 18, 2025, President Trump signed into law the Holding Foreign Insiders Accountable Act (the “HFIAA”), which will terminate an exemption that long enabled directors and officers of foreign private issuers (“FPIs”) to avoid certain insider reporting obligations under Section 16(a) of the Securities Exchange Act of 1934, as amended
Two-lane Highway Takes Shape for U.S. Crypto Regulation: Digital Securities Regulation by SEC, “Digital Commodities” Regulated By CFTC
The new Administration has a clear mandate to provide a securities regulatory pathway for crypto, but it had been unclear whether the SEC would take the initiative in building a framework for crypto regulation, or whether legislation making its way through Congress would steal the momentum. What is taking shape is a blend of the
Section 16 Short-Swing Liability Rules Likely To Be Extended to Foreign Private Issuers and Their Affiliates
Legislation that will subject non-US companies that publicly report in the U.S. to short-swing profits liability rules under Section 16 of the Exchange Act is embedded in the annual defense funding bill that has passed in the House and goes to the Senate as early as next week. The requirement would apply to companies that
SEC Again Extends Short Sale and Securities Lending Rules’ Compliance Deadlines to 2028 While It Considers Response to Court Ruling
On December 3, 2025, the Securities and Exchange Commission (the “SEC”) issued an exemptive order to postpone the compliance deadline for Rule 13f-2 under the Securities Exchange Act of 1934 by two years. The new deadline for compliance is January 2, 2028. Rule 13f-2 was adopted in October 2023 and compliance had already been extended
Glass Lewis Abandons Benchmark Voting Policies
Glass Lewis, one of the two large proxy advisory firms to institutional investors, announced earlier this month that it would no longer employ standardized “benchmark” voting policies, but instead customize policies on a client-by-client basis. It explained the shift by citing “[r]apid advances in technology, especially AI, that are enabling highly customized approaches to voting,”
SEC Guidance on the Government Shutdown
As of 12:01 am on October 1, 2025, congressionally appropriated funding lapsed for most operations of the United States government. Though the government has shut down, business continues, and market participants that need to interact with the Securities and Exchange Commission (the “SEC”) in order to complete a transaction may encounter delays. Below is a
Corp Fin Allows “Auto-Voting” for Retail Shareholders
On September 15, 2025, the Staff of the Division of Corporation Finance of the Securities and Exchange Commission said that it will not recommend enforcement action if Exxon Mobil Corporation implements its proposed Retail Voting Program. See the no-action letter available here. Exxon’s proposed program would allow its retail shareholders to set standing voting
Nasdaq Proposes to Allow Trading of Tokenized Securities
On September 8, 2025, the Nasdaq Stock Market submitted a proposed rule change to the Securities and Exchange Commission that, if implemented, would allow for the trading and settlement of tokenized securities. Nasdaq points out that even traditional securities are traded in electronic format, and that it should not be a stretch to allow settlement using