Corporate & Securities Blog

On September 17, 2026, the SEC issued a five-year exemptive order—the “Innovation Exemption”—which allows certain trading platforms called tokenized securities venues (“TSVs”) that use blockchain technology to trade tokenized versions of exchange-listed, national market system (“NMS”) stocks. The exemptive relief took effect immediately, and for public companies, the principal takeaway is that an unaffiliated third party can tokenize a company’s stock without its involvement, leaving the issuer only 30 days to object.

On December 6, 2026, Nasdaq and several other U.S. national securities exchanges will add an overnight trading session from 9:00 p.m. to 4:00 a.m. ET, Sunday through Thursday, to existing trading hours of 4:00 a.m. to 8:00 p.m. ET—extending the trading day to an almost-continuous 23 hours, 5 days a week. A one-hour trading pause will remain each weeknight from 8:00 p.m. to 9:00 p.m. ET to complete system maintenance and clear trades. The SEC has conditionally approved “23/5” trading for the following exchanges: Nasdaq, NYSE Arca, 24X, Cboe EDGX, and MEMX, subject to the consolidated market data processors (SIPs) being ready to support overnight quotes and trades.

On August 14, 2026, the SEC’s Division of Corporation Finance (the “Division”) announced it will no longer respond to any no-action requests from companies seeking to exclude shareholder proposals from their proxy materials under Exchange Act Rule 14a-8. The announcement follows the Division’s November 2025 decision to temporarily suspend most no-action requests for the 2025 – 2026 proxy season. What was an initial scale-back has now become a permanent change, effective immediately and until further notice.

On November 17, 2025, the SEC’s Division of Corporation Finance issued a statement regarding no action letter requests related to Rule 14a-8 shareholder proposals.

On October 26, 2025, the Chief Revenue Officer of Snowflake Inc. appeared to overstep the bounds of Regulation Fair Disclosure (“Reg FD”) when he made statements regarding Snowflake’s future financial results during an impromptu interview posted by a social media influencer (@theschoolofhardknockz). The Chief Revenue Officer’s statements indicated Snowflake would exit the fiscal year with “probably just over $4.5 billion”, which was approximately $100 million more in additional revenue compared to the company’s guidance released in August.

Reg FD is ...

On March 31, 2025, members of the U.S. House of Representatives Committee on Financial Services sent a letter to Mark Uyeda, Acting Chairman of the U.S. Securities and Exchange Commission. Seeking to “undo the damage from former Chairman Gary Gensler’s tenure,” the letter requests that the SEC withdraw fourteen final and proposed rules, including both the SEC’s Pay Versus Performance rules (adopted August 2022) and rules related to Cybersecurity Risk Management, Strategy, Governance and Incident Disclosure (adopted July 2023).  The SEC may withdraw adopted rules pursuant to the Administrative Procedure Act, which generally involves a public notice and comment period. It will be interesting to see the response of incoming SEC Chairman Paul Atkins. Stay tuned.

On December 11, 2024, the U.S. Court of Appeals for the Fifth Circuit struck down Nasdaq’s board diversity rules, which were designed to increase representation of women and minorities on corporate boards. Since 2023, the rules have required Nasdaq-listed companies to have at least one woman, minority, or LGBTQ+ member on their boards and to report director diversity information each year.

The SEC released a statement from Division of Corporation Finance Director Erik Gerding on June 24, 2024 reflecting Gerding’s opening remarks and the matters discussed on a panel addressing the Division's Disclosure Review Program during the April 2024 SEC Speaks Conference in Washington, DC. The statement provides a comprehensive overview of recent developments in the Division and observations gleaned from the review of filings.

On April 5, 2024, a jury in Federal Court in California found that the SEC established that Defendant Matthew Panuwat was liable under a civil misappropriation theory of insider trading violations of Section 10(b) of the Securities Exchange Act of 1934 and SEC Rule 10b-5. Panuwat formerly worked at a biopharmaceutical firm, Medivation, and bought call options in the biopharmaceutical firm Incyte minutes after learning that Medivation was to be acquired at a significant premium. When the Medivation transaction was announced, Incyte’s stock price increased and Panuwat sold his Incyte investment at a significant profit.

The U.S. Securities and Exchange Commission announced on April 4, 2024 that it is voluntarily delaying the
implementation of its climate disclosure regulations while it fights an Eighth Circuit Court challenge seeking
to vacate the rules.