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ARTICLE · 22 MAY 2023

SEC Adopts Amendments Regarding Share Repurchase Disclosure

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On May 3, 2023, the Securities and Exchange Commission (SEC) adopted amendments requiring disclosure related to issuers' share repurchases.

United StatesCorporate/Commercial Law
Kerry E. Berchem
Kerry E. Berchem
Rosa Testani
Rosa Testani
Garrett DeVries
Garrett DeVries
John Patrick Clayton
John Patrick Clayton
Patricia M. Precel
Patricia M. Precel
Kevin W. Schott
Kevin W. Schott
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On May 3, 2023, the Securities and Exchange Commission (SEC) adopted amendments requiring disclosure related to issuers' share repurchases.

Item 703 of Regulation S-K currently requires issuers to disclose information about share repurchases including a monthly breakdown in tabular format of (i) the number of shares repurchased by the issuer or an affiliate, (ii) the average price paid per share, (iii) the total number of shares purchased as part of a program and (iv) the maximum number of shares that can be repurchased under the program or plan in the future, as well as narrative disclosure regarding the principal terms of publically announced repurchase plans. Corporate issuers that file on domestic forms are required to disclose this information on a quarterly basis, listed closed-end funds are required to disclose this information on a semi-annual basis, and foreign private issuers (FPIs) are required to disclose this information on an annual basis.

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