Michael Kaplan

We consider the practical takeaways of new SEC Rule 14a-19 and universal proxy card voting in contested director elections. The change to universal proxy cards is a prompt for companies t...

The higher dollar threshold for EGCs reflects inflation adjustments required under the JOBS Act.

The new rules eliminate the requirement to provide drafts to companies.

The proposal would significantly narrow the likelihood of obtaining no-action relief from the SEC on shareholder proposals, leading to a potential flood of additional proposals on ballots.

In March 2022, the SEC proposed a sweeping set of rules relating to SPACs, SPAC IPOs and de-SPAC transactions that the SEC indicated would ensure “greater transparency and more robust i...

New rules will require electronic filing of forms on EDGAR that are currently permitted to be filed in a paper format.

Davis Polk partners and Israel practice co-heads Michael Kaplan and Lee Hochbaum recently authored “SEC proposes new SPAC rules that are expected to significantly reduce SPAC activity?...

SPACs remain in the SEC’s crosshairs with this comprehensive rule proposal that expands the scope of underwriter liability, amends the scope of a safe harbor for financial projections a...

The long-expected but controversial proposal would require disclosure of climate-related risks, greenhouse gas emissions and climate-related financial metrics. If adopted, the proposal wo...

Proposed rules would require cybersecurity incident and risk management disclosures and may compound compliance costs and enforcement risks.