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.
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.
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.
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.
This article provides a summary of key issues to consider when issuing stock options to service providers.
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.
The SEC issued two notices last week that impact Rule 701 and Form S-8. Here is a quick summary of them.
The $5 million threshold in Rule 701, at which companies are required to make additional disclosures to their employees, is increasing to $ 10 million.
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.
Release No. 33-10521. SEC concept release on proposed modernization of Rule 701 and Form S-8.
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