Heightened Share Repurchase Disclosure Adopted By SEC

Key Takeaways:

• The SEC adopted final rules that seek to modernize and improve disclosures related to stock buyback programs. The enhanced disclosure will require domestic issuers to:
  • Disclose aggregate daily quantitative repurchase data on a quarterly basis;
  • Indicate if certain directors or officers traded in the relevant securities within four business days of the public announcement of an issuer's repurchase plan;
  • Provide narrative disclosure regarding (i) the issuer's objectives or rationales for its share repurchases and (ii) any policies and procedures relating to purchases and sales of the issuer's securities; and
  • Provide quarterly disclosure regarding trading plans intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).