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David Meyers

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Dave counsels senior executives, directors and public company boards and committees on corporate governance, securities regulation, securities offerings, mergers and acquisitions, and other major transactions. He regularly advises public companies on compliance with all federal securities laws, including Sarbanes-Oxley and NYSE/Nasdaq matters. In addition, he assists companies with public disclosures and the drafting and filing of related documents. Dave counsels clients in a broad range of industries, including energy, manufacturing, retail and logistics.

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In the absence of comprehensive federal action, states and regulators are enacting legislation and issuing guidance requiring climate-related disclosures, stepping in to fill the void left by the U.S. Securities Exchange Commission’s (SEC) delay on a climate risk disclosure rule.

On July 26, the Securities and Exchange Commission (SEC) adopted, by a 3-2 margin, a final rule to require more immediate disclosure of material cybersecurity incidents by public companies. In addition, the final rule requires annual disclosure of material information regarding a public company’s cybersecurity risk management strategy and cybersecurity governance.

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On May 3, the Securities and Exchange Commission (SEC) adopted rule amendments regarding disclosures about repurchases of an issuer’s equity securities, or issuer stock buybacks. The final rule and fact sheet can be found here and here. The new rules include:

  • Disclosure by issuers of daily quantitative share repurchase information, either quarterly or semi-annually;
  • Inclusion of a checkbox indicating whether certain officers and directors traded in the relevant securities in the four business days before or after the announcement of the repurchase plan or program;
  • For each day on which a purchase was made, the number of shares repurchased and the average price, among other disclosures; and
  • Disclosures tagged using Inline XBRL.