On December 18, 2018, the SEC adopted the long-awaited hedging
disclosure rule, as required by Section 955 of the Dodd-Frank Wall
Street Reform and Consumer Protection Act.1 The final
rule requires a description of any practices or policies a public
company has adopted regarding the ability of its employees
(including officers) and directors to engage in certain hedging
transactions. Under the final rule, most companies must include
this disclosure in their proxy and information statements relating
to the election of directors during fiscal years beginning on or
after July 1, 2019.
In this Alert, we describe the scope and application of the
final rule and offer some practical guidance for public
companies.
