TheCorporateCounsel.net

Earlier this week, the SEC adopted technical amendments to the share repurchase disclosure requirements that were originally adopted in May 2023 for the purpose of reflecting the Fifth Circuit’s vacatur of the rule amendments in the regulatory text that appears in the Code of Federal Regulations (CFR).

As I had noted in the blog last month, the vacated rule amendments were still showing up in the text of the regulations, prompting Corp Fin to issue an unusual announcement pointing folks in the direction of the pre-amendment rule text.

Now, the Commission has officially adopted these technical amendments to revise the CFR to reflect the court’s vacatur of the May 2023 share repurchase disclosure amendments, dialing the text of the rules back to pre-amendment language. These technical amendments will go into effect when the adopting release is published in the Federal Register, but of course the “old” rule text is already in effect by virtue of the Fifth Circuit’s December 19, 2023 decision to vacate the May 2023 rule amendments.

– Dave Lynn