On March 1st, the SEC announced that it has determined that a mid-year adjustment to the Section 31 fee rate for fiscal year 2023 is not required. The fee rates that apply to most securities transactions will remain at the current rate of $8.00 per million (as previously announced in January 2023). The rate will remain in place until September 30, 2023 or 60 days following the passing of a regular FY 2024 appropriation, whichever is later. Additionally, the Section 31 assessment on security futures transactions will remain unchanged at $0.0042 for each round turn transaction. Continue reading "SEC Issues Fee Rate Advisory #3 For Fiscal Year..." »

On February 21st, the SEC announced that it is adopting an amendment to Regulation S-T to extend the filing deadline for Form 144. The SEC is also adopting technical amendments to improve the consistency of recently updated provisions related to the filing format of Form 144. Continue reading "SEC Approves Final Rules to Extend Form 144..." »

The SEC’s Division of Corporation Finance announced that it has updated sections of its Compliance & Disclosure Interpretations (C&DIs), which make up the Division’s interpretations for Regulation S-K. The revisions include new questions and answers in Section 128D and updates to certain sections of Section 228D of Regulation S-K. Continue reading "SEC’s Division of Corporate Finance Publishes..." »

The SEC has reminded affected filers about the April 13, 2023 compliance deadline for transitioning from paper filing to electronic filing for Form 144. In accordance with the SEC’s June 2022 adopted amendments concerning EDGAR filing requirements, certain Form 144 filings must be made on the SEC’s EDGAR system, for which filers must ensure that they have an account. The electronic filing requirement applies to all Form 144 filings except for related to securities of issuers that do not file 1934 Act reports with the SEC on EDGAR. Continue reading "SEC Issues Reminder of Upcoming Form 144..." »

On January 31st, the SEC announced that it has updated sections of its Division of Corporation Finance Financial Reporting Manual, as well as the Exchange Act Rules and Exchange Act Forms. Continue reading "SEC’s Division of Corporation Finance Updates..." »

XBRL US will be hosting a webinar to help corporate issuers who are faced with many choices working with the XBRL US GAAP Taxonomy when submitting financials to the SEC. The one-hour webinar will take place on Tuesday, February 7, 2023, and will begin at 3:00 p.m. ET. The event is free and open to the public, but registration is required. {expires: 2023-02-08} Continue reading "XBRL US to Discuss Solutions to Common Issues..." »

Both the SEC and the FERC will be closed Monday, January 2, 2023, in observation of the New Year holiday. The EDGAR System will not receive, process or accept filings on that day. Filings with a due date of January 2nd will be due the following business day, Tuesday, January 3rd. eForms will accept filings submitted on January 2nd. {expires: 2023-01-03} Continue reading "New Year’s Hours" »

Both the SEC and the FERC will be closed Monday, December 26th due to the closure of the federal government on that day. The EDGAR System will not receive, process or accept filings on that day. Filings with a due date of December 26th will be due the following business day, Tuesday, December 27th. eForms will accept filings submitted on December 26th. Also, on Friday, December 23rd, Novaworks will be providing limited e-mail support only after 11:00 a.m. due to inclement weather in western New York. {expires: 2021-12-27} Continue reading "Christmas Hours" »

On December 14th, the SEC adopted amendments to Rule 10b5-1 under the Exchange Act, which provides affirmative defenses to trading based on material, nonpublic data within insider trading cases. The SEC first adopted Rule 10b5-1 in August 2000 to address instances when insider trading liability arises in connection with a trader’s use or knowing possession of material nonpublic information. Continue reading "SEC Adopts Amendments to Update Rule 10b5-1..." »

On December 19th, the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system was updated to Release 22.4. The system now supports the 2022Q4 version of the Executive Compensation Disclosure (ECD) and Document and Entity Information (DEI) taxonomies. These taxonomies provide the tagging elements for disclosures associated with the SEC’s releases on Pay Versus Performance and Listing Standards for Recovery of Erroneously Awarded Compensation.

Continue reading "SEC Announces XBRL Taxonomies Update to Release..." »

On December 13th, the SEC’s Division of Corporation Finance posted an update to Non-GAAP Financial Measures Compliance & Disclosure Interpretations Questions 100.01, 100.04, 100.05, 100.06, and 102.10(a)(b)(c). The questions and answers are the Division's interpretations of the rules and regulations on the use of non-GAAP financial measures. Continue reading "SEC’s Division of Corporation Finance Revises..." »

On December 8th, the SEC’s Division of Economic and Risk Analysis announced that it has concluded an assessment of how filers are tagging line items on the income statement over multiple periods. The staff noted that a number of filers are using different elements when tagging the same reported line item on the income statement over multiple periods, though each of those tags are included in the taxonomy versions used in the filings. The staff’s findings also determined that some filers were using one element in a form, for example, Form 10-Q, while using another element for the same reported line item in a different form, such as Form 10-K. Continue reading "SEC Offers Guidance on Tagging Income..." »

On August 2nd, the SEC announced that the Form 13F Data Sets are now available for download. The Form 13F Data Sets provide the securities holding information required of institutional investment managers under Section 13(f) of the Securities Exchange Act of 1934. The securities holding information is also made accessible to the public in structured Form 13F filings with the SEC. The data is extracted from the XML-based section of public Form 13F submissions made in the SEC’s EDGAR system. Continue reading "SEC Announces Public Availability of Form 13F..." »