May 05, 2021

Last week, the SEC’s Division of Enforcement charged eight public companies for failing to provide sufficient information in Form 12b-25 filings as to why their quarterly or annual report could not be filed on time. The crux of the cases was that the public companies failed to disclose, as required, significant changes in results of operations in the reported period. Because each of the public companies announced a restatement less than two weeks later, the SEC charged that this information should have been disclosed pursuant to the requirements of Form 12b-25 at the time of the initial filing. This client alert describes the settled actions, and discusses how these cases highlight the continued importance of data analytics and targeted initiatives in the Enforcement Division’s work.

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