United States

SEC seeks comment on Subpart 400 of Regulation S-K


As part of its Disclosure Effectiveness Initiative, the SEC recently issued a Request for Comment on Subpart 400 of Regulation S-K Disclosure Requirements Relating to Management, Certain Security Holders and Corporate Governance Matters. The purpose of this request for comment is to solicit public input on Subpart 400 of Regulation S-K, which requires certain disclosures related to the following:

  • Item 401 – Directors, executive officers, promoters and control persons
  • Item 402 – Executive compensation
  • Item 403 – Security ownership of certain beneficial owners and management
  • Item 404 – Transactions with related persons, promoters and certain control persons
  • Item 405 – Persons who failed to file on a timely basis reports required by Section 16(a) of the Securities Exchange Act
  • Item 406 – The registrant’s code of ethics that applies to certain executive officers
  • Item 407 – Corporate governance, including director independence, board meetings, various board committees (i.e., nominating, audit and compensation committees) and shareholder communications

The SEC welcomes comments on the existing requirements in these rules as well as on potential disclosure issues that commenters believe the rules should address.