December 18, 2020

Our New Podcast: “Deep Dive With Dave”

We have a new podcast available to members, in which our very own Dave Lynn interviews special guests about the latest developments in securities laws & corporate governance. Two episodes are already available for your holiday entertainment!

In this 26-minute episode, Dave talks with Karen Garnett – currently a partner at Proskauer and formerly an Associate Director of Corp Fin – about disclosure effectiveness & Reg S-K. Topics include:

– The SEC’s “Disclosure Effectiveness” initiative – why was it so successful?

– Considering changes to the description of business requirement

– Human capital disclosure – what should companies do now?

– Tackling the amended risk factor disclosure requirements

– Is the Disclosure Effectiveness initiative done?

And in this 14-minute episode, Dave talks with Jay Knight – currently a partner at Bass, Berry & Sims and previously Special Counsel in Corp Fin – about Staff comments on COVID-19 disclosures. Topics include:

– Has the SEC Staff been commenting on disclosures about COVID-19 in public filings?

– What areas of comment has the Staff raised regarding COVID-19?

– What approach has the Staff taken with respect to non-GAAP financial measures in the COVID-19 era?

– Do you think the Staff will focus on COVID-19 disclosures when it reviews 10-Ks filed in 2021?

– Are there lessons to take away from the Staff’s comments as we prepare disclosures for the upcoming reporting season?

SEC & Edgar Closed Next Thursday & Friday

This executive order announces that all federal agencies – including the SEC – will be closed this upcoming Thursday for Christmas Eve (Christmas Day was already designated as a federal holiday, so the SEC and Edgar are closed that day too).

The SEC announced that, just like the past couple of years, this means Edgar will be closed on both the 24th and 25th. No filings will be accepted on those days, Edgar filing websites won’t be operational, Edgar Filer Support will be closed, and you’ll have until Monday, December 28th to make filings that would have been due on Thursday or Friday. The announcement also says that both of those days will also be treated as federal holidays for filing purposes.

Transcript: “Pay Equity – What Compensation Committees Need to Know”

We’ve posted the transcript for our recent webcast, “Pay Equity: What Compensation Committees Need to Know.” Mintz’s Anne Bruno, BlackRock’s Tanya Levy-Odom, Equity Methods’ Josh Schaeffer, and Impax Asset Management’s Heather Smith shared their insights on these topics:

1. Why Pay Equity Is in The Spotlight

2. Differences Between “Pay Equity,” “Pay Gap” & “Pay Ratio”

3. Shareholder Expectations

4. Disclosure Trends: Pay Gaps & Pay Equity

5. How to Collect & Interpret Data

6. Remediation Strategies

7. Mechanics of Board & Committee Oversight

8. Preparing for Shareholder Engagements & Proposals

Liz Dunshee