Section 16 Reporting

In response to numerous requests we have now created an online version of the popular romeo dye s section 16 treatise and reporting guide this 5th edition of the treatise from peter romeo and alan dye continues to be the essential section 16 resource providing practical guidance on section 16 of the securities exchange act of 1934 and all of the related rules.

Section 16 reporting. C the transaction that results in a person becoming a ten percent beneficial owner is not subject to section 16 of the act unless the person otherwise is subject to section 16 of the act. Section 16 is a rule within the securities exchange act of 1934 sea that articulates the regulatory filing responsibilities that directors officers and principal stockholders are legally. These interpretations replace the section 16 interpretations in the july 1997 manual of publicly available telephone interpretations the march 1999 supplement to the manual of publicly available telephone interpretations the section 16 electronic reporting frequently asked questions and the november 2002 sarbanes oxley act frequently asked questions.

Section 13 k of the exchange act prohibits sec reporting companies from making personal loans to their directors and officers. A ten percent beneficial owner not otherwise subject to section 16 of the act must report only those transactions conducted while the beneficial owner of more than ten percent of a class of equity. 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.

The sec has the authority to fine directors and executive officers for violations of their section 16 reporting obligations up to. In addition section 16 prohibits short selling by insiders of any class of the company s securities whether or not that class is registered under the exchange act. Section 16 reporting requirements apply only to companies that have registered a class of securities under section 12 b or section 12 g.