Good morning, and thanks to all of you once again for joining us at today’s meeting of the Fixed Income Market Structure Advisory Committee (FIMSAC). Since my very first day on the Commission—when I began this job by attending my
Securities and Exchange Commission

Calculating SEC Whistleblower Awards: A Theoretical Approach
On October 23, the Securities and Exchange Commission is scheduled to vote on whether to adopt proposed amendments to the rules governing its whistleblower bounty program. The most controversial proposed amendments are to Rule 21F-6, which governs the way the …
SEC Investor Advocate Calls Dual-Class Shares a Recipe for Disaster

How the SEC Should Harmonize Private Securities Offering Exemptions
The Securities and Exchange Commission requested public comment on ways to simplify, improve, or harmonize exemptions from the requirement to register securities offerings. The SEC acknowledged that the current array of exempt offerings is complex and might be difficult for …
SEC, CFTC, and FinCEN Leaders Issue Statement on Digital Asset Activities
The leaders of the U.S. Commodity Futures Trading Commission, the Financial Crimes Enforcement Network, and the U.S. Securities and Exchange Commission (the “Agencies”) today issued the following joint statement to remind persons engaged in activities involving digital assets of their


The Shareholder’s Dilemma
Theoretical and empirical research on shareholder voting has provided many exciting insights and guidance for debates on policy and regulation. The default assumption, though, is that shareholders have strong incentives to vote for alternatives that they think are best for …
Attorney General Barr Speaks at SEC’s Criminal Coordination Conference
I am honored to be here representing the dedicated men and women of the Department of Justice. Like the SEC’s Enforcement staff, many of our prosecutors are tasked with investigating financial fraud and corporate crime. They are assigned to the
SEC Chairman Delivers Remarks on Elder Investor Fraud
Thank you all for being here this morning for the Roundtable on Combatting Elder Investor Fraud.
On behalf of the SEC, I want to say we are privileged to host such a dedicated group of experts and public servants. Protecting
Kirkland & Ellis Discusses the Risks of Subsidiary Pleas in Criminal Resolutions: Och-Ziff
In 2016, hedge fund Och-Ziff Capital Management Group (“Och-Ziff”) entered into one of the largest Foreign Corrupt Practices Act (“FCPA”) resolutions ever: It agreed to pay a total of $412 million to the Department of Justice and the Securities and …

The Cost to Retail Investors and Public Markets of “Harmonizing” Securities Offering Exemptions
In June 2019, the U.S. Securities and Exchange Commission (“SEC” or the “Commission”) issued a Concept Release on the Harmonization of Securities Offering Exemptions (the “Concept Release”), which set forth proposals to expand the …
SEC Chair Clayton Talks More Modern Regulatory Framework
Today [Septemer 26] , the Commission announced three important rulemakings.
- Modernizing the Approval Framework for ETFs. We adopted a new rule that (1) sets forth a clear and consistent framework that will allow exchange-traded funds (“ETFs”) meeting certain standardized
Commissioners Testify on SEC Oversight: Wall Street’s Cop on the Beat
Chairwoman Waters, Ranking Member McHenry and Members of the Committee, thank you for the opportunity to testify before you today [September 24] about the work of the U.S. Securities and Exchange Commission (SEC or Commission or agency).[1]
Overview—The SEC’s



Does Reporting Frequency Affect the Allocation of Investor Attention Among Peer Firms?
The frequency at which public companies must report financial information to investors has been the subject of intense debate in the European Union, Asia, and more recently the United States. For example, the Securities and Exchange Commission (SEC) is examining …
SEC Chairman Talks Main Street Investors, Foreign Corruption, and Market Issues
I am grateful


Did Public Firms’ Financial Reporting Affect U.S. Manufacturing?
U.S. manufacturing employment fell by more than 40 percent over the last two decades, from 18 percent of the total U.S. workforce in 1997 to just 10 percent by 2018. Prior work identifies increased import competition from foreign competitors as …

Chairman Clayton Speaks Before SEC Investor Advisory Committee
Good morning. I understand the Committee will be continuing the discussion about our proxy system in today’s [September 5] telephonic meeting.
Last month the Commission issued guidance regarding how an investment adviser’s fiduciary duty and Rule 206(4)-6 under the Advisers
SEC Commissioners Discuss Proposed Changes to Regulation S-K
We support sending out for public comment the recently proposed revisions to Regulation S-K, the central repository for non-financial statement disclosure. We’re especially grateful to our colleagues in the Division of Corporation Finance, Director Bill Hinman, Betsy Murphy, Felicia Kung,


Is Positive Sentiment in Corporate Annual Reports Informative?
Recent advances in machine learning and natural language processing (NLP) enable machines to better understand human languages. E-mail systems now routinely warn us when an email we receive may be a spam, suggest a quick response to an email, correct …
SEC Chairman and Commissioners Issue Statements on Proxy Adviser Guidance
The U.S. Securities and Exchange Commission’s chairman and each of its commissioners issued a statement at yesterday’s open meeting on guidance about proxy voting and proxy voting advice. Chairman Jay Clayton’s statement is here. In support of the guidance, …
SEC Data Analysis in Insider Trading Investigations
Recent SEC enforcement actions charging senior lawyers at Apple and SeaWorld with insider trading provide reason to dust off company insider trading policies and assess whether updates or additional training are needed. As sanctuaries for corporate America’s most valuable confidential …