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About
On October 20, 2023, the Securities and Exchange Commission (“SEC”) adopted amendments to the rules governing reporting on Schedules 13D and 13G. These amendments modernized the rules by, among other things, making information available to the public in a timelier manner, clarifying the disclosure requirements in respect of derivative securities and the criteria for determining when persons are acting as a group.

After this session, participants will:

+ Gain a fundamental understanding of amendments to the rules governing reporting on Schedules 13D and 13G
+ Learn about recent SEC Staff interpretations on the eligibility of shareholders to file Schedule 13G as "passive" investors
+ Understand effect on activist interest and strategies and ongoing private transactions

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**Please note, recordings of CLE webinars are not eligible for CLE credit.

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Agenda
  • Introduction, “Housekeeping” & CLE
  • Shortened 13D/13G filing deadlines
  • Disclosure requirements for derivative securities
  • SEC guidance on cash-settled derivatives
  • When investors are deemed to act as a group
  • Shareholder eligibility to file Schedule 13G as a passive investor
  • Effects on activist strategies and private transactions

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