Here’s the intro from this entry on Cooley’s “Securities Litigation + Enforcement” blog penned by Luke Cadigan, Tejal Shah, Elizabeth Skey, Samanta Kirby and Bingxin Wu: “When Paul Atkins became the new chairman of the Securities and Exchange Commission (SEC) in April 2025, the market expected enforcement actions against public companies to decrease. Chairman Atkins has criticized the prior SEC administration’s pursuit of large corporate …
Five-Day EDGAR Weekend for the Holidays!
On the heels of the Trump Administration declaring that this Wednesday and Friday will each be considered a federal holiday – in addition to Christmas – the SEC announced that those days will also be deemed a holiday for EDGAR purposes and that any filings due on December 24th to December 26th will have its due date pushed to Monday, December 29th, which is EDGAR’s …
FPI Insiders Required to File Section 16 Reports: Five Things to Know
As I recently blogged, the defense spending bill that has now been passed by both the House and the Senate includes a provision – the “Holding Foreign Insiders Accountable Act” – that President Trump signed into law last Thursday. This new law requires the SEC to change Rule 3a12-13(b) under the Exchange Act – under which FPIs have been exempt from the requirements of Section 16 …
AI Regulation: Executive Order Puts Federal Government and States on a Collision Course
Here’s the intro from this Cooley Alert penned by our stellar AI practice group that remains at the frontier of AI law: “On December 11, 2025, President Donald Trump signed an executive order (EO) seeking to limit states’ regulation of artificial intelligence (AI) and to establish instead “a minimally burdensome national policy framework for AI.” Trump’s move creates significant uncertainty for states like California and …
Coming Soon? Section 16 Obligations for Foreign Private Issuers
Buried inside the annual defense spending bill that’s working its way through Congress right now is the “Holding Foreign Insiders Accountable Act.” As noted on page 2718 of this House bill (see below for the actual provision), the legislation would impose Section 16 obligations on insiders of foreign private issuers for the first time. The House will vote this week – and the Senate next …
Corp Fin Issues “Reopening” Guidance (And It Has to Process 900 Registration Statements!)
Yesterday, in addition to noting its backlog includes 900 registration statements, Corp Fin posted this list of 9 “reopening” FAQs, which can be summarized as follows: And Cooley’s Reid Hooper adds this FAQ to the mix about the timing of registration statement reviews: “The timing for the review of filings made during the shutdown should be the same for initial reviews (27-30 days) and they …
Historic IPO(s) Price During Government Shutdown
As highlighted in this press release – and this related case study – Cooley was issuer’s counsel in the MapLight Therapeutics IPO that priced earlier this week. It’s a rarity for an IPO to price during a government shutdown (and Cooley helped Navan price an IPO yesterday, so two historic IPOs in a single week). So much so that SEC Chairman Paul Atkins tweeted about …
A New Prep Playbook: How to Prepare for Activism
I’m loving this piece posted on the “Cooley M&A” blog entitled “Activism in 2025 and Beyond: Universal Proxy, Litigation Leverage and a New Playbook for Preparedness” that includes a host of nuggets gleaned from a recent “Market Talks” panel featuring Cooley’s Bill Roegge, Jamie Leigh and Sean Brownridge, as well as Goldman Sachs’ Neil Rudisill and Collected Strategies’ Jim Golden. Here’s an excerpt: Universal proxy …
The Subtle Evolution of the SEC’s Reg Flex Agenda
It struck me as I was reading this statement from SEC Chair Paul Atkins about the latest Reg Flex Agenda – see this recent blog about the details of that – about how the importance of that agenda has grown over the years. When I first started blogging about the agenda, I had never heard of it before – and I doubt many others had …
The Nuts & Bolts of Settling with SEC’s Enforcement While Simultaneously Obtaining a Waiver
Here’s something from Cooley’s Tejal Shah who just left the SEC’s Enforcement Division to join the firm: “Recently, SEC Chairman Paul Atkins issued this statement in an effort to restore the SEC Enforcement Division’s prior practice of permitting a settling entity to request that the Commission simultaneously consider a potential defendant’s offer of settlement that addresses both an underlying enforcement action and any related request …