NYSE Delays Implementation on Dividend-Related Announcements

Lori Zyskowski is a partner at Gibson, Dunn & Crutcher LLP. This post is based on a Gibson Dunn publication by Ms. Zyskowski, Gillian McPhee, and Maia Gez.

As a follow-up to our prior post, the New York Stock Exchange (“NYSE”) is delaying implementation of its rule change on notifications to the NYSE about announcements outside of market hours related to dividends or stock distributions. Companies should continue to comply with the current rule (summarized here) and follow their existing practices until the implementation date for the new rule, which will likely be in February 2018. The NYSE plans to provide companies with updated information prior to the date when they will be required to begin complying.

As a result of the rule change, companies will have to notify the NYSE at least ten minutes in advance of an announcement related to a dividend or stock distribution made at any time, including outside market hours. Although the rule change was approved by the Securities and Exchange Commission (“SEC”) on Monday, August 14 and took effect immediately, the NYSE staff has advised orally that it is delaying implementation of the rule change.

The NYSE filed a proposal (available here) seeking SEC approval of the delay on August 22nd. According to the proposal, the NYSE plans to implement the rule change no later than February 1, 2018. The purpose of the delay is to allow listed companies time to change their internal procedures and to give the NYSE more time to put in place technology and processes to facilitate staff review of dividend notifications.

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