On January 4, 2023, the U.S. Securities and Exchange Commission (SEC) published its Fall 2022 Regulatory Flexibility Agenda (Rulemaking Agenda). The Rulemaking Agenda summarizes the SEC’s planned regulatory actions over the next 12 months, thus providing insights into the priorities of SEC Chair Gary Gensler and the anticipated timing of proposed and final rules. We note that this Rulemaking Agenda is not binding on the SEC and actual rule adoption or proposal timing may vary significantly.
Final Rules. The following chart reflects some of the key rulemakings that the SEC anticipates finalizing by the end of 2023.
|Rule||Proposal Date||Anticipated Timing|
|Climate Change Disclosure||March 21, 2022|
|Cybersecurity Risk Governance||March 9, 2022|
|Share Repurchase Disclosure Modernization||December 15, 2021|
|Modernization of Beneficial Ownership Reporting||February 10, 2022|
|Rule 14a-8 Amendments||July 13, 2022|
The Rulemaking Agenda was prepared by the SEC in the Fall 2022, and thus includes some final rules that have already been adopted. For example, the Rulemaking Agenda includes Listing Standards for Erroneously Awarded Compensation, with anticipated timing in April 2023, but adopted in October 2022 (see our Client Alert), and Rule 10b5-1 and Insider Trading, with anticipated timing in April 2023, but adopted in December 2022 (see our Client Alert).
Proposed Rules. The following chart reflects some of the key rulemakings that the SEC anticipates proposing by the end of 2023.
|Human Capital Management Disclosure||April 2023|
|Corporate Board Diversity||October 2023|
|Rule 144 Holding Period||October 2023|