December 2, 2025

Today’s Webcast: “This Year’s Rule 14a-8 Process – Corp Fin Staff Explains What You Need to Know”

If you deal with shareholder proposals in your practice, you do not want to miss today’s webcast – “This Year’s Rule 14a-8 Process: Corp Fin Staff Explains What You Need to Know” – to hear from Corp Fin Chief Counsel, Michael Seaman, and Corp Fin Counsel, Emma O’Hara, on how the Staff will handle the Rule 14a-8 process for the 2026 proxy season in light of Corp Fin’s new statement. Cooley’s Reid Hooper and Gibson Dunn’s Ron Mueller will also give their perspectives on strategy and how issuers should be thinking about and approaching the new process, with our own Liz Dunshee moderating.

I look forward to hearing about how the Staff is working through its post-shutdown backlog, the expected substance of the notice submitted by companies under this year’s approach, what language should be included for the “unqualified representation,” what to do after submission, what happens if there’s a withdrawal and the carve-out for Rule 14a-8(i)(1) requests.

Keep in mind these few important differences from our typical programming:

1. This webcast is free for anyone who wants to attend, even if you aren’t currently a member of this site. We want to do what we can to get the word out about the Staff’s approach so that the season is as smooth as possible for everyone (especially given the Staff’s workload after the shutdown).

2. It’s happening from 11:00 am – 12:00 pm Eastern.

3. Since this is a pop-up webcast, we aren’t offering CLE credit for this one.

If you’re hunting for CLE credits by the end of the year, remember that members of this site can earn live and on-demand credits through our other programs. As you can see on our home page, we have two live CLE programs in December, including:

“The (Former) Corp Fin Staff Forum” webcast at 2 pm ET on December 11th featuring former Corp Fin Senior Staffers discussing the SEC’s regulatory agenda, recent Staff guidance, shareholder proposals, filing reviews and what might be coming down the pipe in 2026; and

– Our “Anatomy of a Shelf Takedown” webcast at 2 pm ET on December 18th featuring experienced capital markets partners discussing legal and practical issues involved in a shelf takedown of debt or equity securities.

Meredith Ervine 

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