Build the monthly issuer repurchase disclosure table
Key facts
- Human involvement
- YellowClose supervision
- How AI is used
- The tool builds the Item 703 table for the period, with a row for each month and its beginning and ending dates. The columns are the total number of shares or units purchased, the average price paid per share or unit, the number purchased as part of publicly announced plans or programs, and the maximum number or approximate dollar value that may yet be purchased. Footnotes record the announcement date, the dollar or share amount approved, any expiration date, each plan that expired during the period, and each plan the issuer has determined to terminate or under which it does not intend to make further purchases. Purchases that do not satisfy Rule 10b-18 are included.
- What the lawyer must review
- Item 703 of Regulation S-K, 17 CFR § 229.703, and Rule 10b-18, 17 CFR § 240.10b-18. Item 703, amended at 89 F.R. 24373 on 8 April 2024, requires the tabular disclosure of purchases by or on behalf of the issuer or any affiliated purchaser, as defined in Rule 10b-18(a)(3), of shares or units of any class of the issuer's equity securities registered under section 12 of the Exchange Act. The table has a row for month 1, month 2, and month 3, each with beginning and ending dates. The columns are total shares or units purchased, average price paid, shares or units purchased as part of publicly announced plans or programs, and the maximum number or approximate dollar value that may yet be purchased under the plans or programs. Footnotes disclose the date each plan was announced, the dollar amount or share or unit amount approved, the expiration date if any, each plan that expired during the period, and each plan the issuer has determined to terminate before expiration or under which the issuer does not intend to make further purchases. The instruction to Item 703 says to disclose all purchases covered by the item, including purchases that do not satisfy the conditions of the Rule 10b-18 safe harbor. Preliminary note 2 to Rule 10b-18 says reporting issuers must report their repurchasing activity as required by Item 703 regardless of whether the repurchases are effected in accordance with the rule. The lawyer checks the counts and prices.
- Written for / version
- United States versionUS
Who does what
| Role | What they do |
|---|---|
| Assistance | Consider narrowly defined preparation support after confirming the tool’s capability and permitted scope. |
| Lawyer | Set the scope, supervise the work closely, verify every part relied on, resolve omissions and exceptions, and approve the exact output. |
Checklist
- Obtain and inspect the relevant current official register or search result. Confirm identities, interests and the date and scope of the search.
- Verify the applicable jurisdiction and the version of each relevant law, rule or instrument in force at the material time.
- Confirm the output against the client’s instructions and the complete relevant source material, including omissions or contradictions.
- Resolve exceptions and record the responsible lawyer’s approval of the exact output and intended use.