SEC Reopens Comment Period for Proposal on Improving Disclosures About Share Repurchases

The SEC has reopened the comment period for a proposed rule that would “modernize and improve disclosure about repurchases of an issuer’s equity securities that are registered under the Securities Exchange Act of 1934.” The proposal, which the Commission initially issued in December 2021, would “require an issuer to provide more timely disclosure on a new Form SR regarding purchases of its equity securities for each day that it, or an affiliated purchaser, makes a share repurchase” and would “enhance the existing periodic disclosure requirements about these purchases.”

The comment period is being reopened in light of the potential effects of the Inflation Reduction Act of 2022 on application of the proposed guidance. This act, which was signed into law by President Biden on August 16, 2022, “imposes upon certain corporations a non-deductible excise tax equal to one percent of the fair market value of any stock of the corporation repurchased by such corporation during the taxable year.”

The comment period will be reopened for 30 days after the date of the publication of the release in the Federal Register. For more information, see the press release on the SEC’s Web site.