Earlier this month, Nasdaq put out guidance (FAQ Identification Number 1864) for companies on completing its electronic disclosure form. Companies must complete an electronic disclosure form and submit it to Nasdaq at least 10 minutes prior to releasing any material non-public information to the public. The submission allows Nasdaq to determine whether or not a stock should be halted pending release of the information, as well as gives Nasdaq advance notice of when there might be some unusual trading activity. Among the items identified in the FAQ:
- Announcements of SPAC liquidations should be listed under “Bankruptcy/Liquidation”
- Announcements of events for foreign companies that are similar to bankruptcies or reorganizations should be listed under “Bankruptcy/Liquidation”
- Acquisition or sale of significant business lines should be included under “M&A/Business Combinations”
- New board committee assignments should be reported under “Officer/Director Appointments or Resignations”
- Ratio changes for Nasdaq-listed depository receipts (e.g., ADRs) should be reported under “Stock Splits (Forward or Reverse)”
Companies should insure that they select the appropriate category for the item that they are disclosing when submitting the electronic disclosure form. In the current version of the electronic disclosure form, the categories are included in a box that is always open (as opposed to a drop-down), presumably to assist submitters in selecting the appropriate category.