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  1. Our thinking
  3. From the Freshfields SEC Desk
From the Freshfields SEC Desk

Perspectives on SEC developments from Erik Gerding (former Director and Deputy Director of the SEC Division of Corporation Finance) Melissa Hodgman (one of the SEC Enforcement Division’s longest serving and highest ranking Senior Officers) and David Nicolardi (former Branch Chief in the Division of Investment Management).

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Insights based on 25+ years’ experience leading the SEC

As former SEC regulators, we provide an exclusive look behind the curtain at what's shaping developments inside the agency. Our goal is to give you a genuine understanding of the regulatory landscape and how decisions are made. We'll utilize our prior SEC experience and share our firsthand knowledge to help you anticipate upcoming changes and effectively navigate complexities.

Think of us as your guides to the SEC's inner workings, helping you see the full picture beyond the official announcements.

Latest blogs

Latest blogs

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Feb 25 2026
SEC's 2026 Enforcement Manual Codifies Wells Process, Cooperation Credit, and Waivers—Balancing Transparency with Flexibility
The US Securities and Exchange Commission (SEC) issued its first Enforcement Manual update since 2017 on February 2026. The update...
Jan 7 2026
Directors and Officers of FPIs to make prompt public disclosure to the SEC about their FPI equity holdings from March 2026
The US legislature has removed a disclosure exemption enjoyed by directors and officers of SEC-reporting non-US companies that meet the...
Dec 17 2025
SEC Retires Global Research Analyst Settlement: More Principles-Based Oversight Under FINRA Rule 2241 Defines the New Landscape
December 2025 marks the end of an era. The Securities and Exchange Commission has formally terminated the remaining undertakings of the...
Dec 16 2025
Proxy Advisors Under Pressure: What the December 11 Executive Order Could Mean for SEC Rulemaking and the 2026 Proxy Season
On December 11, the White House issued an Executive Order that targets proxy advisory firms, including ISS and Glass Lewis, for...
Dec 12 2025
Baby it’s Cold Outside: Legislation Extends the Application of Section 16(a) to Foreign Private Issuers and Their Insiders
This blog was originally posted on December 12, 2025 and updated on December 16, 2025. In a frosty start to the holiday season, Foreign...
Nov 24 2025
SEC Seeks Dismissal of Cybersecurity Disclosure Case Against SolarWinds and its Chief Information Security Officer
The SEC announced that it was seeking dismissal of the federal court action against SolarWinds Corp. and its now chief information...
Nov 18 2025
SEC Staff Reshapes Shareholder Proposal Landscape with Narrowed No-Action Path
The SEC Division of Corporation Finance issued a pivotal Staff Statement today that could reshape how public companies approach...
Nov 14 2025
Issuer Action Guide: SEC Post-Shutdown Guidance
Narrative Overview On November 13, 2025, the SEC issued post-shutdown guidance to help issuers navigate filings that became effective by...
Oct 13 2025
From the Freshfields SEC Desk: 14a-8 Bypass: SEC Chairman Offers Companies Way to Short Circuit Shareholder Proposals
In an October 9, 2025 speech, SEC Chairman Paul Atkins sent a clear signal that SEC Staff would grant broad No-Action Letter relief to...
Oct 9 2025
SEC Moves to Ease IPOs and Other Registered Offerings During Shutdown
On October 9, 2025, the SEC’s Division of Corporation Finance issued updated guidance on the Division’s operations during the ongoing...
Sep 30 2023
Government Shutdown & the SEC – Practical Advice for Public Companies
With a government shutdown looming, the Division of Corporation Finance of the SEC has updated its guidance outlining the “extremely...
Sep 30 2025
From the Freshfields SEC Desk: One Green Light for Mandatory Arbitration from the SEC
On September 17, 2025, the U.S. Securities and Exchange Commission took a significant step to reverse course on a decades-old policy...
Jul 10 2025
D.C. Circuit Reins in SEC Authority: Proxy Voting Advice No Longer a Solicitation Under the Exchange Act
Executive Summary In a pivotal decision issued on July 1, 2025, the U.S. Court of Appeals for the D.C. Circuit ruled that proxy voting...
Jul 2 2025
Supreme Court to Decide Key Case on Private Shareholder Lawsuits Against Registered Investment Funds
Introduction On June 30, 2025, the U.S. Supreme Court granted cert to hear a case that could significantly impact how registered...
Jun 26 2025
SEC Changes Course on Priorities, Unsurprisingly Continues Enforcing the FCPA, and Selects New Agency Leaders
Continuing its trend of reversing course from the last Administration, and with a nod to promoting innovation, the U.S. Securities and...
Jun 9 2025
SEC Revisits Foreign Private Issuer Eligibility
I. Executive Summary On June 4, 2025, the Securities and Exchange Commission (SEC) published a Concept Release on Foreign Private Issuer...
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Latest podcasts

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Jun 18 2025
Eureka: Fresh Takes on Capital Markets with Freshfields Episode #4: Midseason Proxy Review

In episode #4 of the Eureka podcast series, Former SEC Director of CorpFin and Freshfields partner Erik Gerding is joined by partners Leza Bieber, Heather Brookfield and Sarah Ghulamhussain who unpack the trends this Proxy Season.

Jun 9 2025
Eureka: Fresh Takes on Capital Markets with Freshfields Episode #3: What to expect from SEC Enforcement

In episode #3 of our Eureka podcast series, partners and former senior SEC officials Melissa Hodgman and Erik Gerding share insider perspectives on what to expect from SEC enforcement.

May 5 2025
Eureka: Fresh Takes on Capital Markets with Freshfields Episode #2: IPOs and other Routes to Capital and Liquidity: “The Garden of Forking Paths”

In episode #2 of the Eureka podcast series, Former Director of CorpFin at the SEC and Freshfields partner Erik Gerding and Freshfields partners Calise Cheng and Jacqueline Marino explore IPOs in the face of uncertainty, including alternative paths to capital and liquidity.  

Apr 22 2025
Eureka: Fresh Takes on Capital Markets from Freshfields Episode #1: Disclosure and Governance During a Trade War

In episode #1 of the Eureka podcast series, Former Director of CorpFin at the SEC and Freshfields partner Erik Gerding and Freshfields partners Pamela Marcogliese and Leza Bieber discuss how to think about disclosures and governance during a trade war.

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Contacts

Contacts

New York
Erik GerdingPartner
Washington, DC
Melissa R. HodgmanPartner
Washington, DC
David NicolardiCounsel
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