SEC Modernizes Sections 13(d) And 13(g) Reporting Requirements

On October 11, 2023, the Securities and Exchange Commission adopted rule amendments governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934. The rule amendments generally update Regulation 13D-G to require market participants to provide more timely information on their positions, clarify requirements for derivative securities, and clarify considerations regarding acting as a group. The SEC believes that these rule amendments will better meet the needs of investors in today's financial markets.

SEC Chairman Gary Gensler commented:

Frankly, these deadlines from half a century ago feel antiquated. In our fast-paced markets, it shouldn't take 10 days for the public to learn about an attempt to change or influence control of a public company. I am pleased to support this adoption because it updates Schedules 13D and 13G reporting requirements for modern markets, ensures investors receive material information in a