Latest Articles

SEC Proposes to Rescind Climate Disclosure Rules

A little over two years since they were initially adopted, the SEC has formally proposed to rescind its climate disclosure rules, as noted in this press release. Here’s the 134-page proposing release – and the fact sheet. Here’s a statement from Chairman Atkins. Last year, the SEC voted to stop defending the rule against court challenges, as noted in this recent blog that recaps the rule’s legal …

SEC Proposes Sea Change in Compensation Disclosure Rules (For All But Largest Issuers)

Here’s an excerpt from this Cooley Alert penned by Ali Murata and Michael Bergmann: “According to the SEC, the percentage of issuers entitled to scaled disclosure relief would increase from 44% to 81% of registrants. The ability to rely on the scaled compensation disclosure is a significant advantage. Among other things, there is no requirement for a Compensation Discussion & Analysis or CEO pay ratio …

SEC Solicits Comments to Boldly Modernize the IPO Process

On the heels of last week’s proposals from the SEC on “registered offering reform” and “filer status reform,” SEC Chairman Paul Atkins delivered a speech two days ago seeking comment to boldly and creatively modernize the IPO process. As noted at the end of the speech, comments should be submitted by July 27th – which is the same deadline for comments on registered offering reform. …

Executive Order Targets Federal Contractors’ ‘Racially Discriminatory DEI Activities’

Here’s the intro from this Cooley Alert penned by MaryBeth Shreiner, Selin Akkan, David Fletcher, Beth Sasfai, Vince Sampson, Emily Mok, Shamis Beckley, and Anna Matsuo: “On March 26, 2026, President Donald Trump issued Executive Order No. 14398 (EO) targeting DEI activities by federal contractors and subcontractors. The EO, titled “Addressing DEI Discrimination by Federal Contractors,” highlights the administration’s belief that some entities, including federal …

SEC Proposes Simplified Filer Status Rules and Expanded Disclosure Accommodations

Here’s an excerpt from this Cooley Alert penned by Brad Goldberg, Beth Sasfai, Amanda Weiss, Su Lian Lu, Luci Altman, Liz Dunshee and Julia Boesch: Open questions and areas for comment The proposal raises several interpretive and policy questions on which the SEC has invited comment, and that may attract significant attention from practitioners and issuers, including:

The SEC Proposes to Ease Form S-3 Eligibility & More: Five Things

A few days ago, the SEC proposed major changes to the registered public offering process in an effort to dramatically increase the number of issuers eligible for shelf offerings and enhanced registration benefits – which combined with the proposal to simplify disclosure that I blogged about yesterday is one of the most significant reforms in decades. Here’s the 511-page proposing release – and here’s the …

The SEC Proposes Simplified Disclosure for Most Companies: Six Things

Yesterday, the SEC proposed major changes to reduce complexity in the public company filer framework – which currently includes overlapping categories like large accelerated filers, accelerated filers, smaller reporting companies and emerging growth companies – in an effort to encourage companies to remain public by streamlining the filer status categories and extending scaled disclosure opportunities to more companies. Here’s the 318-page proposing release – and …