On April 2, the Securities and Exchange Commission (SEC) published final rules to modernize and simplify certain disclosure requirements within Regulation S-K pursuant to the Fixing America’s Surface Transportation Act (FAST Act), which was signed in to law by President Barack Obama on Dec. 4, 2015. A majority of the amendments to Regulation S-K are effective May 2. Those with different effective or compliance dates are identified below.

The principal purpose of the FAST Act is to authorize long-term funding for transit and highway projects. However, nestled within the FAST Act are multiple amendments to the federal securities laws. Under Section 72003 of the FAST Act, the SEC was required “to carry out a study of the requirements of Regulation S-K to determine how best to modernize and simplify disclosure requirements,” and to submit a report of the findings to Congress. The SEC conducted this study and issued the report to Congress on Nov. 23, 2016. Additionally, under Section 72002 of the FAST Act, the SEC was required to, among other things, “eliminate duplicative, overlapping, outdated or unnecessary provision of Regulation S-K.” The changes to Regulation S-K adopted this month are in response to this second requirement and are intended to reduce disclosure burdens and costs on reporting companies, eliminate redundancy and repetition of information in public filings and improve readability of disclosure so that investors can more easily analyze material information.

Overview of the Amendments

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