Friday, December 23. 2022
Christmas Hours
Both the SEC and the FERC will be closed Monday, December 26th due to the closure of the federal government on that day. The EDGAR System will not receive, process or accept filings on that day. Filings with a due date of December 26th will be due the following business day, Tuesday, December 27th. eForms will accept filings submitted on December 26th. Also, on Friday, December 23rd, Novaworks will be providing limited e-mail support only after 11:00 a.m. due to inclement weather in western New York. {expires: 2021-12-27}
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Thursday, December 22. 2022
SEC Announces Proposed Amendments to Improve Disclosure of Order Execution Information
The SEC has proposed amendments that would revise the disclosure required under Rule 605 of Regulation NMS for order executions in national market system stocks (which are stocks listed on a national securities exchange). Adopted in 2000, Rule 605 provides the public with an opportunity to compare and assess execution quality among different market centers.
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SEC Publishes Draft 2023 Executive Compensation Disclosure (ECD) Taxonomy Guide
On December 19, 2022, the draft 2023 Executive Compensation Disclosure (ECD) taxonomy was updated to include the elements for tagging disclosures related to the SEC’s adopted amendments. Under these rules, registrants are required to tag certain disclosures in Inline eXtensible Business Reporting Language (iXBRL).
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Wednesday, December 21. 2022
SEC Staff Publishes Annual Report on Capital Raising
On December 16th, the SEC’s Office of the Advocate for Small Business Capital Formation released its 2022 Annual Report to Congress and the SEC. The report summarizes how entrepreneurs and investors are building companies together, from startups to small public companies.
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SEC Adopts Amendments to Update Rule 10b5-1 Insider Trading Arrangements and Related Disclosures
On December 14th, the SEC adopted amendments to Rule 10b5-1 under the Exchange Act, which provides affirmative defenses to trading based on material, nonpublic data within insider trading cases. The SEC first adopted Rule 10b5-1 in August 2000 to address instances when insider trading liability arises in connection with a traders use or knowing possession of material nonpublic information.
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Tuesday, December 20. 2022
SEC Announces XBRL Taxonomies Update to Release 22.4
On December 19th, the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system was updated to Release 22.4. The system now supports the 2022Q4 version of the Executive Compensation Disclosure (ECD) and Document and Entity Information (DEI) taxonomies. These taxonomies provide the tagging elements for disclosures associated with the SEC’s releases on Pay Versus Performance and Listing Standards for Recovery of Erroneously Awarded Compensation.
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On December 19, the SEC announced that it adopted amendments that require registrants to disclose information concerning: 1) insider trading policies and procedures of issuers; 2) adoption and termination (including modification) of plans that are intended to meet the rule’s conditions for establishing an affirmative defense, 3) certain similar trading arrangements by directors and officers, and 4) director and executive equity compensation awards made close in time to the issuer’s disclosure of material nonpublic information. For further information, see the Insider Trading Arrangements and Related Disclosures final rule on the SEC’s website. Note that, per the SEC’s adopted amendments, registrants now must tag certain disclosures in Inline eXtensible Business Reporting Language (iXBRL).
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Monday, December 19. 2022
New Release (5.17a) for the GoFiler Family of Products
Version 5.17a of all applications in the GoFiler Suite has been released. This release corresponds to EDGAR 22.4 and contains support for a new exhibit type EX-97, support for the DEI 2022q4 taxonomy for ECD, and Form 13F.
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SEC’s Division of Corporation Finance Revises Non-GAAP Financial Measures Compliance & Disclosure Interpretations Questions
On December 13th, the SEC’s Division of Corporation Finance posted an update to Non-GAAP Financial Measures Compliance & Disclosure Interpretations Questions 100.01, 100.04, 100.05, 100.06, and 102.10(a)(b)(c). The questions and answers are the Division's interpretations of the rules and regulations on the use of non-GAAP financial measures.
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Tuesday, December 13. 2022
SEC Releases Interactive Data Test Suite Update
On December 8th, the SEC announced that its Interactive Data Test Suite has been updated. The test suite provides help to filers using software to validate Interactive Data, ensuring the timely identification and resolution of potential errors before submission to EDGAR. To view a summary of the twelve revisions made in this update, see the change log in the last section of the summary file.
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Monday, December 12. 2022
SEC Offers Guidance on Tagging Income Statements Over Multiple Periods
On December 8th, the SEC’s Division of Economic and Risk Analysis announced that it has concluded an assessment of how filers are tagging line items on the income statement over multiple periods. The staff noted that a number of filers are using different elements when tagging the same reported line item on the income statement over multiple periods, though each of those tags are included in the taxonomy versions used in the filings. The staff’s findings also determined that some filers were using one element in a form, for example, Form 10-Q, while using another element for the same reported line item in a different form, such as Form 10-K.
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Friday, December 09. 2022
SEC Reopens Comment Period for Share Repurchase Disclosure Modernization Proposed Rule
On December 7th, the SEC reopened the comment period on proposed amendments aimed at updating and enhancing the disclosures required for an issuer to repurchase or buyback its equity securities. The amendments to the proposed rules for share repurchase disclosure were initially proposed by the SEC in December 2021, and the comment period for the proposal was originally reopened in October 2022.
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SEC’s Division of Corporate Finance and Division of Trading and Markets to Hold Open Meeting
The SEC’s Divisions of Corporate Finance and Trading and Markets will hold an open meeting via webcast on sec.gov that will take place on Wednesday, December 14, 2022 at 10:00 a.m. ET. The meeting is free and open for the public to attend. {expires: 2022-12-15}
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Thursday, December 08. 2022
FASB Staff Releases Proposed GAAP Taxonomy Enhancements for Proposed ASU Regarding Leases (Topic 842), Solicits Comment
On November 30th, the Financial Accounting Standards Board (FASB) released for comment the proposed GAAP taxonomy improvements for the proposed Accounting Standards Update (ASU), which is aimed at improving accounting guidance for lease arrangements between entities under common control.
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Financial Accounting Foundation Releases New Strategic Plan
The Board of Trustees of the Financial Accounting Foundation (FAF) has released the final version of its new strategic plan. The FAF is the organization that oversees the Financial Accounting Standards Board (FASB) and the Governmental Accounting Standards Board (GASB). Because stakeholder feedback is the foundation of the organization’s work, the new strategic plan is based on extensive engagement with stakeholders via comment letters, an online survey, and a number of individual interviews.
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