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Public Companies & the Law

The issues facing public companies change rapidly. Our Public Companies & the Law blog helps companies and their management, board members and in-house counsel stay one step ahead. 

Cannabis Rescheduling and the Path to U.S. Exchange Listings: What Management Teams Need to Know Now
Blog May 28, 2026
Cannabis Rescheduling and the Path to U.S. Exchange Listings: What Management Teams Need to Know Now
The federal regulatory landscape governing cannabis in the United States is undergoing its most significant transformation in over fifty years…
Wall Street Journal Reports that SEC is Preparing a Proposal to Eliminate Mandatory Quarterly Reporting Requirements
Blog March 18, 2026
Wall Street Journal Reports that SEC is Preparing a Proposal to Eliminate Mandatory Quarterly Reporting Requirements
The Wall Street Journal reported that the SEC is developing a plan that would eliminate mandatory quarterly earnings reporting and instead allow public companies to report their financial results only twice a year…
SEC Approves Nasdaq’s Proposal to Remove Board Diversity Rules to Align With 5th Circuit’s Mandate
Blog January 28, 2025
SEC Approves Nasdaq’s Proposal to Remove Board Diversity Rules to Align With 5th Circuit’s Mandate
As we previously posted, the U.S. Court of Appeals for the Fifth Circuit vacated the SEC’s approval of Nasdaq’s board diversity disclosure rules last month, after which Nasdaq indicated that it did not intend to seek further review of this decision…
Nasdaq’s Board Diversity Rules Struck Down by 5th Circuit
Blog December 13, 2024
Nasdaq’s Board Diversity Rules Struck Down by 5th Circuit
On December 11, 2024, the U.S. Court of Appeals for the Fifth Circuit vacated the SEC’s approval of Nasdaq’s board diversity disclosure rules. These rules were approved by the SEC on August 6, 2021 and required listed companies to (i) disclose statistical information regarding the diversity of the company's board and (ii) on a phased basis, have, or explain why they do not have, at least two diverse directors on the board of directors…
Nasdaq and NYSE Target Excessive Reverse Stock Splits Used to Regain Compliance with Minimum Security Price Requirements
Blog October 28, 2024
Nasdaq and NYSE Target Excessive Reverse Stock Splits Used to Regain Compliance with Minimum Security Price Requirements
On October 7, 2024, the US Securities and Exchange Commission approved Nasdaq's proposed modification to Nasdaq Listing Rule 5810(c)(3)(A), which limits the ability of a company whose shares are trading under Nasdaq’s $1.00 minimum bid price to regain bid price compliance by means that cause non-compliance with another listing requirement…
SEC Approves Nasdaq Board Diversity Rules
Blog August 31, 2021
SEC Approves Nasdaq Board Diversity Rules
As if issuers needed a reminder that it's always the right time to be thinking about board composition, earlier this month, the SEC approved new Nasdaq rules that will require companies listed on that exchange to collect and report information about the diversity of their boards of directors.  Under new Nasdaq Listing Rules 5605(f) and 5606, Nasdaq-listed companies will be required to publicly disclose on their websites or in their annual reports or proxy statements board-level diversity……
2020: The Year of the SPAC
Blog September 25, 2020
2020: The Year of the SPAC
2020 has been a banner year for IPOs by special purpose acquisition companies, or SPACs. Over 100 SPAC IPOs have closed so far in 2020, with aggregate gross proceeds of approximately $42.1 billion and an average IPO size of $382.4 million.[1] This represents a dramatic increase from 2019, in which 59 SPAC IPOs closed, with aggregate gross proceeds of approximately $13.6 billion and an average IPO size of $230.5 million…
What's really so different about Spotify's going public?
Blog May 01, 2018
What's really so different about Spotify's going public?
Spotify made a big splash with its novel approach to “going public.” Rather than following the tried-and-true path of an initial public offering – where the issuer sells stock to the public through underwriters – Spotify pursued a “direct listing.” But did it really do anything different? While it is true that Spotify did not directly sell any stock to the public, it did file a traditional form of registration statement…
Nasdaq Stockholder Approval of Equity Compensation—Trap for the Unwary
Blog March 15, 2017
Nasdaq Stockholder Approval of Equity Compensation—Trap for the Unwary
Public companies commonly use their equity as a component of incentive compensation awarded to their executives and other employees. Under Nasdaq Listing Rule 5635(c), prior stockholder approval is generally required before a listed company may issue shares under an equity compensation plan or other arrangement.  To satisfy this requirement, public companies typically adopt and obtain stockholder approval of an incentive plan that provides for a reserve of shares that may be issued……
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We know that the issues facing public companies change rapidly, and we cover the topics that we know are on the minds of management, board members and in-house counsel. Attorneys from Foley Hoag’s Capital Markets practice provide updates on new and proposed regulations, analysis of interpretive guidance, best practices on governance issues as well as reminders on disclosure and compliance obligations that will keep you on track.

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