Naz Jalali, Seth Popick, and Rana Ozer discuss new requirements and developments for public companies when preparing annual reports on Form 10-K for fiscal year 2024 in The Legal Intelligencer. Companies must now disclose whether they have adopted insider trading policies under Item 408(b) and file the policies as an exhibit to the Form 10-K. There are also new disclosure requirements on grants of options or option-like rewards made close to releasing material nonpublic information, including timing of grants, board practices, and detailed information on specific awards.

Companies should also continue to address cybersecurity risks and governance and consider the materiality of AI in their business for appropriate disclosures, particularly in the business and risk factor sections.

Other considerations include assessing legal proceedings disclosures for boilerplate language and the downplaying of risks, and assessing Management’s Discussion and Analysis and non-GAAP disclosures in light of SEC comment letters.

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