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September 30, 2024

Wake Me Up When September Ends: Some Fiscal Year-End Reminders

I must admit that I am not the world’s biggest Green Day fan, but this time of year I can’t help but sing to myself the outstanding Green Day ballad “Wake Me Up When September Ends.” The lyrics are particularly poignant for me this year, because my father passed away about a month and a half ago, and the song was written by Green Day frontman Billie Joe Armstrong to recount the death of his father in September 1982 and his life in grief after that. The end of Summer and the beginning of Autumn are usually my favorite time of year, but it definitely hits different this year, just as in the Green Day ballad.

The start of the SEC’s new fiscal year tomorrow means there are a few reminders that I should mention. As John noted back in August, the SEC issued a fee rate advisory for the fiscal 2025, indicating that filing fees were increasing for the third straight year. For fiscal 2025, the SEC indicated that the fees for transactional filings will increase from $147.60 per million dollars to $153.10 per million dollars, effective tomorrow. As John pointed out, that represents a 3.7% increase over fiscal 2024, but it is much less than the 34% fee increase that we experienced in fiscal 2024 and the 19% increase for fiscal 2023. If you are filing a Securities Act registration statement tomorrow, be sure to update the wiring instructions that you send to the client and the filing fee exhibit to calculate the filing fee using the new rate. If you do not have sufficient funds when the filing is submitted via EDGAR, the filing will be suspended until the correct amount of filing fees are paid.

Further, as Liz noted earlier this month, accelerated Schedule 13G reporting deadlines go into effect today, and these new deadlines will affect all categories of investors that use Schedule 13G to report their greater-than-5% beneficial ownership in public company securities.

I would have included a link to “Wake Me Up When September Ends” as I usually do in the normal course, but, as this article from Rolling Stone notes, thousands of music videos were removed from YouTube this weekend after the publishing rights organization SESAC failed to reach an agreement with YouTube. A representative of YouTube indicates in the article that they are continuing to negotiate with SESAC and hope to reach a new deal soon. As a result, you will have to pull the song up yourself on Spotify or wherever else you get your music these days!

– Dave Lynn

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