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NASPP Essentials

Securities Law Considerations for Private Companies
Jul 23,2018

When presented with a securities law question, both the federal securities laws, which include the Securities Act of 1933 and the Securities Exchange Act of 1934, and state securities laws, which will include the laws of the state of the company's principal place of business and each state in which the company proposes to offer and sell securities to its employees, must be considered. This article addresses considerations under the Securities Act of 1933, with a brief discussion of similar considerations at the state level.

Latest Developments

SEC Amends Rule 701(e) and Issues Concept Release Regarding Rule 701 and Form S-8
Aug 31,2018

This Cooley alert summarizes the SEC's amendment to the Rule 701 disclosure threshold and the SEC's 2018 concept release on Rule 701 and Form S-8.

SEC Amends Rule 701 and Seeks Comment on Changes to Rule 701 and Form S-8
Jul 23,2018

The alert describes the SEC’s recent amendment to increase the disclosure threshold in Rule 701 to $10 million (up from $5 million) and the SEC’s concept release of proposed changes to Rule 701 and Form S-8.

SEC Updates Rule 701
Jul 23,2018

On July 18, 2018, the SEC released an amendment to Rule 701 to increase the threshold at which privately held companies most provide additional disclosures to employees to $10 million worth of stock.

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Articles

Stock Options to Service Providers
Aug 30,2007

This article provides a summary of key issues to consider when issuing stock options to service providers.

Three SEC Updates to Keep an Eye on
Jun 04,2019
Barbara Baksa

Are we going to see updates to Rule 701 and Form S-8 this year? Plus, the status of remaining Dodd-Frank rulemaking and proposed accelerated filer definitions.

Rule 701 and Form S-8 Developments
Jul 23,2018
Barbara Baksa

The SEC issued two notices last week that impact Rule 701 and Form S-8. Here is a quick summary of them.

Rule 701 Gets an Update
Jun 28,2018
Barbara Baksa

The $5 million threshold in Rule 701, at which companies are required to make additional disclosures to their employees, is increasing to $ 10 million.

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Regulations & Statutes

Rule 701 Update to Increase Additional Disclosure Threshold
Jul 18,2018

Release No. 33-10520. SEC amendment to Rule 701 to increase the threshold at which private companies must make additional disclosures to employees to $10 million (from $5 million), as required under the Economic Growth, Regulatory Relief & Consumer Protection Act.

SEC Concept Release on Rule 701 and Form S-8
Jul 18,2018

Release No. 33-10521. SEC concept release on proposed modernization of Rule 701 and Form S-8.

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The National Association of Stock Plan Professionals is the largest and oldest professional association for the stock and executive compensation community, with over two decades of leadership providing expert resources, education and other benefits for our more than 6,000 members across 32 affiliated chapters.

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