Hedge Funds Just Won a Key Review of the SEC’s Short-Sale Disclosure Rule. Here’s What It Means.

A federal appeals court has ordered the Securities and Exchange Commission to take a fresh look at the economic impact of its short-sale transparency regime—a notable win for hedge fund groups that sued to block it. On August… Read More

Navigating Audit Committee Requirements

For public companies in the U.S., the audit committee plays a critical role in maintaining investor confidence and ensuring accountability. Audit committees sit at the intersection of corporate governance, financial integrity, and risk oversight. If you serve on… Read More

Navigating Florida’s Revamped Securities Laws

In 2023 and 2024, Florida lawmakers overhauled Chapter 517, the Florida Securities and Investor Protection Act, ushering in a new era for businesses and investors. Effective October 1, 2024, these changes make it easier for Florida companies to… Read More

NASDAQ’s 20% Rule – Consideration When Going Public

When a company goes public on the Nasdaq Stock Market, it must comply with various requirements, including obtaining stockholder approval for certain transactions involving 20% or more of the company’s stock or voting power. This is particularly important… Read More

Understanding the SEC’s Concept Release on the Definition of a Foreign Private Issuer

In a recent move, the U.S. Securities and Exchange Commission (SEC) issued a concept release examining the definition of a Foreign Private Issuer. This step underscores the SEC’s effort to evaluate whether the current framework still makes sense in today’s interconnected… Read More

Navigating Corporate Governance: Requirements for Nasdaq and NYSE Companies

If you’re eyeing a listing on the New York Stock Exchange (NYSE) or Nasdaq Stock Market (Nasdaq), you’ll need to align your board and operations with robust corporate governance standards. These rules, enforced by the exchanges and the Securities and Exchange Commission (SEC), aim to promote accountability, fairness, and investor confidence.

Navigating SEC Disclosures: Director and Executive Officer Information

Item 401 of Regulation S-K requires that companies make certain disclosures about their directors, executive officers, and nominees. This information helps shareholders evaluate leadership quality, governance practices, and potential risks when voting on board elections or assessing investment opportunities.

Navigating SEC Form 6-K

For foreign private issuers (FPIs) listed in the United States, staying compliant with U.S. Securities and Exchange Commission (SEC) regulations is a critical task. Among the various reporting obligations, Form 6-K stands out as a key mechanism for… Read More

Navigating the Nasdaq Listing Process

Listing on Nasdaq is a major milestone for companies aiming to go public, offering access to global capital markets and increased visibility. However, the process is complex, requiring careful preparation and compliance with strict regulatory standards. This guide… Read More

NASDAQ Listing Process and Documentation

The NASDAQ listing process involves several steps and requirements for companies seeking to list their securities on one of NASDAQ’s three market tiers: the NASDAQ Capital Market, NASDAQ Global Market, or NASDAQ Global Select Market. Companies going public… Read More

NASDAQ Corporate Governance Requirements for Foreign Private Issuers

Public companies that are foreign private issuers listed on the Nasdaq Stock Exchange are subject to specific corporate governance requirements, which are less stringent than those applied to U.S.-based issuers. These issuers may adhere to their home country’s… Read More

The Impact of Social Media on Market Manipulation

Social media has transformed the way information spreads, connecting billions of users instantly. While this connectivity fosters communication and engagement, it also creates fertile ground for market manipulation. Social media platforms, with their vast reach and rapid dissemination,… Read More

Regulation of Financial Influencers: Navigating Securities Law Violations and SEC Enforcement

In the age of social media, financial influencers, or “finfluencers,” have become powerful voices in shaping investment decisions. With large followings on platforms like TikTok, Instagram, YouTube, and X, finfluencers offer financial advice, promote investment products, and share… Read More

SEC Axes NYSE and NASDAQ Diversity and Climate Change Disclosures

In recent months, Nasdaq Stock Market LLC (“Nasdaq”) diversity rules and Securities and Exchange Commission (“SEC”) climate disclosures for public companies have been struck down. On December 11, 2024, the Court of Appeals for the Fifth Circuit struck down… Read More

SEC charges William A. Justice, Brian D. Shibley, Randell R. Torno, and Keith A. Rosenbaum for their roles in the Phillip Verges $112 million pump-and-dump scheme 

On July 1, 2025, the Securities and Exchange Commission (“SEC“) charged William A. Justice, Brian D. Shibley, and Randell R. Torno, each a former Chief Executive Officer (“CEO”) of a penny-stock public company, and Keith A. Rosenbaum, a… Read More

Finra’s Role in IPOs for Nasdaq and NYSE Listings

Launching an Initial Public Offering (IPO) on the Nasdaq or NYSE is a significant milestone for companies aiming to access public capital markets. These prestigious exchanges offer visibility, liquidity, and credibility, but the process involves stringent regulatory oversight…. Read More

A Beginner’s Guide to Listing on the OTCID Basic Market

On July 1, 2025, OTC Markets introduced the OTCID Basic Market, replacing the OTC Pink Market. This new platform offers a streamlined way for both public and private companies looking to go public to trade their securities while… Read More

Understanding Form S-3: A Guide to Securities Registration

Form S-3 is a streamlined registration statement under the Securities Act, utilized by companies to register various securities for public offerings. This article explores what Form S-3 entails, its eligibility criteria, and how it functions, including its role… Read More

Terminating SEC Reporting Obligations in Abandoned IPOs

An Initial Public Offering (IPO) represents a significant milestone for companies seeking to go public, particularly for smaller issuers targeting listings on exchanges such as the NASDAQ Capital Market or NYSE American. However, not all IPOs are successful,… Read More

Navigating SEC Reporting: Suspension and Voluntary Filer Status Explained

When a public company is registered under Section 12 or subject to Section 15(d) of the Securities Exchange Act of 1934, it must file periodic reports like Forms 10-K, 10-Q, and 8-K with the Securities and Exchange Commission… Read More

What Is Form S-8? A Comprehensive Guide for SEC Registrants

Registration of securities on Form S-8 is a short-form registration statement under the Securities Act of 1933, as amended, providing significant benefits to small issuers.  Form S-8 is available to register securities offered to employees and consultants under benefit plans… Read More

Alien Explains SEC Dealer Rule and Toxic Lending

SEC Staff Gears Up to Absorb PCAOB Duties if It’s Abolished

The Securities and Exchange Commission (SEC) is mapping out plans to take over the functions of the Public Company Accounting Oversight Board (PCAOB) should Congress eliminate the board through a budget reconciliation bill.

What is an Affiliate under SEC Rules?

Assessing affiliate status is a nuanced but crucial exercise for public companies, affecting everything from Rule 144 sales to registration eligibility and filing obligations. Misclassifying a shareholder as a non-affiliate can expose the company to underwriter liabilities, increased regulatory scrutiny, and compliance missteps.

Nasdaq Initial Listing Guide: Capital Market Standards (2025)

The Nasdaq Capital Market is a top choice for early-stage companies aiming to access public capital. Listing on the Nasdaq Capital Market isn’t just about prestige; it’s a strategic move to raise funds for growth, innovation, and expansion. Read our full guide for getting listed on the Nasdaq Capital Market,

SEC Dealer Rule Collapse: Impact on Toxic Lenders & OTC Penny Stocks

Learn how the SEC’s Dealer Rule targeted toxic lenders in penny stock markets — and why its defeat means ongoing risks for OTC issuers reliant on convertible notes and death-spiral financing.

SEC Form 8-K Current Reports – SEC Reporting Requirements

A Form 8-K is a current report that public companies must file with the Securities and Exchange Commission (“SEC”) to report material events that could impact investors and the company’s stock price. The information required by Form 8-K… Read More

FINRA Corporate Action Requests

Corporate actions can range from making a change to a company’s name to issuing a dividend or restructuring the company through a merger or bankruptcy.  The corporate action typically aims to influence a company’s stock value and shareholder… Read More

Understanding IPOs

An “IPO” is the initial public offering by a company of its securities.  In an IPO, the company offers and sells stock, most often its common stock, through an underwriter. When a company cannot locate an underwriter, it… Read More

Ronald Bauer Sentenced To 20 Months For Pump-And-Dump Scheme

On March 20, 2025, the United States Attorney for the Southern District of New York announced that RONALD BAUER was sentenced to 20 months in prison for manipulating seven different stocks in a “pump-and-dump” scheme designed to fraudulently inflate the value of BAUER’s own shares in those companies.