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On July 11, 2025, the Securities and Exchange Commission (“SEC” or the “Commission”) announced that it had settled an enforcement action against two individuals who were alleged to have engaged in insider trading. The SEC’s complaint in SEC v. Trijya Vakil and Neeraj Visen, filed in the Southern District of New York, serves as a pointed reminder that insider-trading enforcement remains a top‐tier priority — even when the dollar amounts appear modest and the conduct occurs far below the C-suite. Trijya Vakil, a senior director at Elanco Animal Health, Inc. (“Elanco”), obtained material non-public information (“MNPI”) while performing due-diligence work on Elanco’s then-confidential plan to acquire Kindred Biosciences, Inc. (“Kindred”). She (i) purchased 500 Kindred shares for herself and (ii) tipped longtime friend Neeraj Visen, who bought 38,000 shares the day before the deal was announced. Following a 46 percent price jump after the June 16, 2021 announcement, Vakil profited by approximately $2,400 and Visen by roughly $109,000.
On June 26, 2025, the U.S. Securities and Exchange Commission (“SEC”) hosted a roundtable on executive compensation disclosure requirements.
V&E Corporate Governance Update
As we previously noted last month, the SEC is hosting a roundtable on the executive compensation disclosure requirements on June 26, 2025.
V&E Corporate Governance Update
On May 12, 2025, the Chairman of the Securities and Exchange Commission (the “SEC” or the “Commission”), Paul Atkins, announced his plan to “develop a rational regulatory framework for crypto asset markets” during his keynote address at the Crypto Task Force Roundtable on Tokenization.1 Under this proposed framework, the SEC will update its regulations to include and accommodate on-chain cryptocurrency in the traditional financial market. The SEC’s new approach to crypto is emblematic of the Trump administration’s goal to make the United States the “crypto capital of the planet,” as the President promised during his 2024 campaign.2
V&E Governance & Sustainability Update
The U.S. Securities and Exchange Commission (“SEC”) recently issued a press release announcing that it will host a public roundtable on June 26, 2025, to discuss executive compensation disclosure requirements.
V&E Corporate Governance Update
In a move that perhaps comes as no surprise, on March 27, 2025, the Securities and Exchange Commission (“SEC” or “the Commission”) issued Press Release 2025-58 announcing it had voted to end its defense of its climate-related disclosures rules (The Enhancement and Standardization of Climate-Related Disclosures for Investors).
V&E Governance & Sustainability Update
On January 13, 2025, the Securities and Exchange Commission (“SEC”) filed a settled enforcement action against Ashford Inc. (“Ashford” or “the Company”), a company that provides products and services to the real estate and hospitality industries, for making false and misleading disclosures about a cybersecurity incident that exposed sensitive hotel customer information.
V&E Cybersecurity Update
Companies with forthcoming annual report and proxy statement filings should consult with counsel regarding recent regulatory and legal developments related to diversity, equity and inclusion (“DEI”) initiatives and the potential impact on disclosures related to such information.
V&E Securities & ESG Update
On December 11, 2024, in a 9-8 ruling along party lines, the U.S. Court of Appeals for the Fifth Circuit (the “Fifth Circuit”) struck down the Nasdaq board diversity rules issued by the U.S. Securities and Exchange Commission (“SEC”) in August 2021 (the “Rules”), holding that the SEC exceeded its authority in issuing the Rules.
V&E SEC Update
After a three-year crackdown on the use of “ephemeral” electronic messaging platforms by the United States Securities and Exchange Commission (“SEC”) under Chair Gary Gensler, early indications are that the incoming Trump administration may abandon the Gensler-era practice of repeated industry-wide probes into employee use of off-channel communications.
On November 14, 2024, a panel of the U.S. Court of Appeals for the Fifth Circuit affirmed the SEC’s ability to intervene in shareholder proposals under Rule 14a-8 of the Securities Exchange Act of 1934 (“Rule 14a-8 Proposals”).
V&E SEC Update