U.S. Securities and Exchange Commission building in Washington, D.C. Jan. 5, 2019. Why the SEC's Proposed New Direction on Beneficial Ownership Reporting Is a Win for Boards and Investors
The direction of the SEC's proposal has the potential to be a win-win for constructive relations between investors and publicly-held companies.
March 01, 2022 at 04:30 PM
3 minute read
Earlier this month, the Securities and Exchange Commission proposed regulations that, if adopted, will provide a valuable tool for boards and their management teams to use to address one of the most difficult aspects of public company existence: effectively engaging with shareholders about the company's strategic vision and priorities.
The rules, when effective, will require more detailed and prompt disclosure by a company's shareholders that are not passive. The most important changes will be shortening the deadlines for these holders to file beneficial ownership reports with the SEC from 10 to 5 days after their accumulations reach the 5% ownership threshold. In addition, the SEC is proposing to broaden requirements to include derivative interests in the calculation of this ownership threshold and for the disclosure in these reports to detail these derivative and other ownership arrangements.
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