Horace Nash, chair of Fenwick’s securities and corporate finance group, is quoted in an article in The Recorder titled “Lawyers Share Thoughts on SEC's Social Media Guidance.”
The article reports that the Securities and Exchange Commission gave its “quasi-blessing” on a company's use of a social media platform to disclose material information. According to the article, companies may use social media as means to disclose information as long as investors are pointed to the platform ahead of time and the disclosure is in compliance with Regulation Fair Disclosure (Reg FD).
Nash says that the SEC's recent social media and Reg FD guidance reflects evolving disclosure practices. "The 8-K is still the gold standard for Reg FD, but I think that the standards will change," he said. "This gives us a good opportunity to help clients think about how they interact with investors. It will be happening a lot around the Valley."
He says that his advice will not be uniform across clients. “"There is a spectrum, from conservative, to very social media friendly."
Nash defines Reg FD in a Fenwick Alert he authored on the SEC’s social media guidance, saying that Reg FD "prohibits public companies and anyone acting on their behalf from disseminating material, non-public information selectively to shareholders and securities professionals where it is reasonably foreseeable that they will trade on that information, unless the information is simultaneously disclosed in a manner that is reasonably designed to achieve broad and non-exclusionary distribution to the public."