SEC Staff Issues C&DIs

The staff in the SEC’s Division of Corporation Finance has updated its compliance and disclosure interpretations (C&DIs) related to:

• Whether benefits provided to executive officers because of the COVID-19 pandemic constitute perquisites or personal benefits and determining which executive officers are “named executive officers.” Specifically, the SEC has added Question 219.05 to its C&DIs on Regulation S-K.
• Whether a combined entity can rely on the reporting shell company’s precombination reporting history. Specifically, the SEC has added Question 115.18 to its C&DIs on Securities Act forms.