• Section 16 Reporting l Securities Lawyer 101

BRENDA HAMILTON

Section 16 Reporting l Securities Lawyer 101

(News & Articles)


Shareholders and management of private companies are often unaware of their reporting obligations upon completion of a going public transaction. Section 16(a) of the Exchange Act of 1934 (the “Exchange Act”) requires the reporting of beneficial ownership by the officers, directors and stockholders who hold stock directly or indirectly, beneficially owning more than 10% of the company’s common stock or other class of equity securities registered under Section 12(b) or 12(g) of the Exchange Act. Section 16 reporting requirements apply to companies that have registered a class of securities under Section 12(b) or Section 12(g) regardless of whether they went public because they filed a registration statement with the SEC or engaged in a reverse merger.Issuers that voluntarily file periodic reports under Section 15(d) of the Exchange Act, and their directors, officers and large stockholders, are not subject to the reporting obligations of Section 16. Nor are issuers that are required to file periodic reports under the Securities Act of 1933 bound by the provisions of Section 16.

Fri Apr 04 16:14:20 CEST 2014




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