Wilson Sonsini’s Public Company Blog
Wilson Sonsini is pleased to offer MCLE Days, a newly expanded programming to meet your MCLE requirements.
On Friday, January 17, 2025, and Thursday, January 23, 2025, Wilson Sonsini will host virtual MCLE sessions. You may register here for the January 17 session and here for the January 23 session.
Continue Reading Event Alert Update: Wilson Sonsini’s MCLE Days, January Sessions Announced and December Recordings AvailableOur recent Client Alert discusses ISS and Glass Lewis voting policy updates for the 2025 proxy season. ISS made updates to the section on management say-on-pay and executive pay evaluation in its U.S. Executive Compensation Policies FAQs and made updates to its voting guidelines relating to environmental and/or community impact…
Continue Reading ISS and Glass Lewis Publish 2025 UpdatesOn December 30, 2024, President Biden issued an Executive Order closing all executive departments and agencies of the federal government on January 9, 2025, in observance of a national day of mourning for former President James Earl Carter, Jr. Following this Executive Order, the U.S. Securities and Exchange Commission announced…
Continue Reading EDGAR, Nasdaq, and NYSE Will Be Closed Thursday, January 9, 2025Wilson Sonsini partner and Known Trends Editorial Board member Richard Blake recently joined Evan Epstein on the Boardroom Governance Podcast to discuss Wilson Sonsini’s 2024 Silicon Valley 150 Corporate Governance Report. Richard and Evan talk about some of the findings, including the prevalence of shareholder virtual meetings, board committee…
Continue Reading Wilson Sonsini’s 2024 SV150 Corporate Governance Report Highlighted on Boardroom Governance PodcastOn December 20, 2024, the U.S. Securities and Exchange Commission announced that the EDGAR system will be closed on both Tuesday, December 24, 2024, and Wednesday, December 25, 2024.[1] As a result, on those days, filings will not be accepted in EDGAR, EDGAR filing websites will not be operational…
Continue Reading EDGAR Will Be Closed Tuesday, December 24, 2024, and Wednesday, December 25, 2024Our Client Alert discusses the recent ruling by the Fifth Circuit striking down Nasdaq’s board diversity rules. On December 11, 2024, the Fifth Circuit vacated the SEC’s order approving Nasdaq’s board diversity rules. As a result of this ruling, Nasdaq-listed companies are no longer required to disclose the board diversity…
Continue Reading Nasdaq Board Diversity Rules Struck DownOur recent Client Alert discusses that last week, a Texas federal district court judge in Texas Top Cop Shop, Inc., et al. v. Garland, et al., No. 4:24-cv-00478 (E.D. Tex., Dec. 3, 2024) issued a nationwide preliminary injunction temporarily enjoining enforcement of the Corporate Transparency Act and the U.S.
Continue Reading Corporate Transparency Act: Nationwide Preliminary Injunction on AppealOur recent Client Alert provides helpful reminders as preparations for annual reports on Form 10-K get under way. For calendar-year companies, upcoming Form 10-K filings will be required to include new disclosures regarding insider trading policies and procedures and equity awards made close in time to the release of material nonpublic information. In addition to the new disclosure requirements in upcoming Form 10-K filings, our Client Alert includes other disclosure considerations relating to cybersecurity, clawback policies, risk factors, climate-related disclosures, Inline XBRL, share repurchase disclosure, description of securities disclosure, CEO and CFO certifications, and exhibits. The Client Alert also discusses potential updates to D&O questionnaires and other year-end matters.Continue Reading Form 10-K Reminders
Wilson Sonsini is pleased to offer MCLE Days, a newly expanded programming to meet your MCLE requirements. The first of our three MCLE Days will be held Thursday, December 12, 2024, at the Sheraton Palo Alto in Palo Alto, California (details below), and will also be available virtually. Register…
Continue Reading Event Alert: Wilson Sonsini’s MCLE Days, December 12, January 17 and 23We are pleased to share our 2024 Silicon Valley 150 Corporate Governance Report, which reviews the corporate governance practices and disclosures of the Valley’s largest public companies. The report includes information regarding board matters, officer matters, defensive measures, proxy statement disclosures, environmental, social, and governance (ESG) and sustainability reporting…
Continue Reading 2024 Silicon Valley 150 Corporate Governance Report