1-Hour Program

See Credit Details Below

Overview

As companies prepare and review annual reports on Form 10-K and proxy statements for year-end 2024 they will need to address evolving disclosure concerns and refine disclosures in several areas. Disclosure requirements for cybersecurity matters, insider trading policies, clawback policies, Rule 10b5-1 plans, and “non-rule 10b5-1 trading arrangements” present new and evolving disclosure challenges. Climate-related matters, supply chain disruptions and other emerging risks must be addressed based on specific company circumstances.  Perquisite disclosures, along with new “close in time” option grant disclosures and clawback analyses will present challenges in preparing proxy statements. Please join Gary M. Brown of Nelson Mullins Riley & Scarborough LLP and SEC Institute Associate Director Cheryl L. Linthicum as they discuss these and other key annual reporting issues.

Topics include:

  • Discussion of evolving cybersecurity disclosures and their interplay with the Form 8-K for cybersecurity event – 5 minutes
  • Review of disclosures for clawback policies and related clawback disclosures for listed companies – 5 minutes
  • Analysis of disclosures for Rule 10b5-1 plans and “non-10b5-1 trading arrangements” and looking ahead to insider trading policy disclosures in 2025 – 5 minutes
  • “Close in time” disclosures regarding policies and practices with respect to the grant of certain equity awards in conjunction with the release of material nonpublic information – 2 minutes
  • Tailoring disclosures about human capital resources, climate matters, ESG-related matters, supply chain disruption and other emerging risks for your company – risk factor, MD&A, and accounting considerations – 8 Minutes
  • Key disclosure issues for proxy statements – 5 minutes
  • Assuring appropriate perquisite disclosure in view of continuing SEC scrutiny and enforcement actions – 5 minutes
  • Update on shareholder proposal developments – 2 minutes
  • Virtual or in-person annual meeting considerations – 5 minutes
  • Abstention and broker non-vote policies – their effects on achieving quorum requirements and approving proposals – 5 minutes
  • Update on universal proxy developments and related bylaw amendments – 3 minutes
  • Expected SEC staff focus areas for 2024 Form 10-Ks and proxy statements, including non-GAAP measures and MD&A – 5 minutes
  • Recent accounting and auditing enforcement actions – 5 minutes



Who Should Attend: Accountants and attorneys who deal with SEC reporting and disclosure and related accounting issues, including CFOs, controllers and their staff, internal auditors, partners of public accounting firms and their staff, in-house counsel, outside attorneys

Program Level: Update

Prerequisites: None

Advanced Preparation: None 

Topics
Accounting and financial reporting Financial reporting (Accounting and financial reporting) Regulation and compliance (Accounting and financial reporting) Form 10-K Proxy statements
Industries
Securities Accounting and Auditing Cybersecurity, Privacy, and Data Protection

Credit Details

Schedule & Location

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