US Securities Law Briefing: New SEC Rule Requires Disclosure of Hedging Policies for Officers, Directors and Employees

This week, the U.S. Securities and Exchange Commission (the “SEC”) adopted a rule requiring public companies to disclose, in proxy or information statements for the election of directors, any practices or policies regarding the ability of employees or directors to engage in certain hedging transactions with respect to company equity securities.
 
Foreign private issuers are exempt from the new disclosure requirements, which are being implemented through the proxy rules under the U.S. Securities Exchange Act of 1934 (the “Exchange Act”), and foreign private issuers are generally exempt from the proxy rules. The new rule will, however, apply to smaller reporting companies (“SRCs”) and emerging growth companies (“EGCs”) that are not foreign private issuers, though with a different implementation schedule.

Read the full client alert here.