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ARTICLE · 09 JUNE 2023

SEC Adopts Share Repurchase Disclosure Amendments

Kelley Drye & Warren LLP
Kelley Drye & Warren LLP
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On May 3, 2023 the Securities and Exchange Commission (SEC) adopted amendments to modernize the disclosure requirements relating to share repurchases by issuers.

United StatesCorporate/Commercial Law
Carol Sherman
Carol Sherman
Jamie Sarmiento
Jamie Sarmiento

On May 3, 2023 the Securities and Exchange Commission (SEC) adopted amendments to modernize the disclosure requirements relating to share repurchases by issuers. The amendments include new tabular disclosures regarding daily transaction data, revisions to existing disclosures, and new disclosures regarding Rule 10b5-1 plans. All disclosures must be tagged using Inline XBRL. The new SEC rule on enhanced issuer repurchase disclosures was published in the Federal Register with an effective date set for July 31, 2023.

New Tabular Disclosures

The new tabular disclosures will require corporate issuers that file on domestic forms to disclose daily quantitative repurchase data at the end of every quarter in an exhibit to their Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K. Foreign private issuers (FPIs) reporting on FPI forms will have to disclose daily quantitative repurchase data at the end of every quarter in the new Form F-SR, due 45 days after the

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