The Securities and Exchange Commission recently announced charges and million-dollar penalties against four companies for allegedly making materially misleading disclosures regarding cybersecurity risk and intrusions relating SolarWinds hack.

For a number of reasons, certain London-listed companies have been considering, and in some cases implementing, US listings, whether as an additional listing or by way of a unilateral move away from London. In addition to increasing access for US investors, some of these reasons relate to a perception of a valuation gap between New York and London in addition to what some perceive to be a wider and more receptive investor base in the US.

In mid-December 2021, the SEC proposed amendments to Rule 10b5-1 under the Securities Exchange Act to add new conditions to the availability of the affirmative defense under the rule. Winston & Strawn attorneys Joseph Adams, David Sakowitz, and Kevin Smith explore these new regulations.