SEC Approves Nasdaq's Board Diversity Disclosure Requirements

On August 6, the Securities and Exchange Commission (SEC) approved Nasdaq listing rules implementing new board diversity disclosure requirements that will apply to most Nasdaq-listed companies (the Board Diversity Rules). The Board Diversity Rules will generally require Nasdaq-listed companies to:

• have, or publicly disclose why they do not have, at least two diverse directors (including at least one self-identified female director and at least one director who self-identifies as an "underrepresented minority" or LGBTQ+, each as defined below); and
• publicly disclose board diversity statistics using a standardized format on an annual basis.

As described in this advisory, the Board Diversity Rules have deferred compliance dates and transition periods. The Board Diversity Rules also provide flexibility and compliance alternatives for certain companies, including companies with five or fewer directors, foreign issuers and smaller reporting companies. While the