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ARTICLE · 10 SEPTEMBER 2018

Rule 701–A Time For Change?

Jones Day
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Special financial disclosure is now required only for offers over $10 million.

United StatesEmployment and HR
Shoshana Litt
Shoshana Litt
Robert Marshall II
Robert Marshall II
Stephen Coolbaugh
Stephen Coolbaugh
Erik B. Lundgren
Erik B. Lundgren
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In Short

Rule 701 Prior to Amendment: Reliance on Securities Act Rule 701, a securities registration exemption for non-reporting issuers with respect to equity awards granted pursuant to a written compensatory plan, required special financial disclosure for offers over $5 million, among numerous other requirements.

Rule 701 After Amendment: Special financial disclosure is now required only for offers over $10 million.

Next Steps: The U.S. Securities and Exchange Commission ("SEC") is seeking public comment about Rule 701 requirements as well as the requirements for the Form S-8 registration statement, which is the way most reporting issuers register the issuance of shares under compensatory plans.

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