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Jason Milch

Baretz+Brunelle

312.379.9406

jmilch@baretzbrunelle.com

SEC Rules Leave Human Capital Disclosure Largely in Companies’ Hands, New Intelligize® Report Finds

NEW YORK – April 27, 2020 – As society places more attention on how companies treat their workforces, the SEC’s approach to “human capital” disclosure has left public companies largely on their own to determine what information to make public on the topic. According to a new report by Intelligize, the industry-leading provider of corporate compliance management solutions, this has led to a wide discrepancy in public company human capital disclosures. The Intelligize Human Capital Disclosure Report analyzes 10-Ks filed by S&P 500 corporations, observing a great variety of formats and topics covered in human capital disclosure.

After much public debate over workforce disclosure requirements, in 2019 the SEC updated Regulation S-K, which governs disclosures about human capital. The updated rule mandated no new metrics, requiring only the disclosure of employee headcount and “a description of the registrant’s human capital resources . . . to the extent such disclosures would be material to an understanding of the registrant’s business.”

The Intelligize report indicates that filers capitalized on the fact that the new rule does not call for specific metrics. Relatively few issuers provided meaningful numbers about their human capital, even when they had those numbers at hand. For instance, while every public company files a regular report with the government on the percentage of women and racial minorities it employs, fewer than 20 filers chose to disclose that information in their 10-Ks.

Intelligize’s review of the 10-Ks also suggested, however, a sincere effort by S&P 500 companies to provide meaninful information. Topics of obvious relevance to human capital over the last year – diversity and employee health and safety – were included in 90% and 99% of 10-Ks, respectively, the study found. Training, recruiting and retention were also widely addressed.

The Intelligize study also found that issuers have been paying close attention to each other’s filings. On average, human capital disclosures in 10-Ks filed later in the period analyzed were longer and more robust than those filed earlier.

The report also examines how companies treated several additional topics separately, including compensation, culture, community and labor relations.

The full report is available for download here, and Intelligize experts are available for media interviews upon request.

About LexisNexis Legal & Professional

LexisNexis Legal & Professional is a leading global provider of legal, regulatory and business information and analytics that help customers increase productivity, improve decision-making and outcomes, and advance the rule of law around the world. As a digital pioneer, the company was the first to bring legal and business information online with its Lexis® and Nexis® services. LexisNexis Legal & Professional, which serves customers in more than 150 countries with 10,600 employees worldwide, is part of RELX, a global provider of information-based analytics and decision tools for professional and business customers.

About Intelligize

Intelligize is the leading provider of best-in-class content, exclusive news collections, regulatory insights, and powerful analytical tools for compliance and transactional professionals.

Intelligize offers a web-based research platform that ensures law firms, accounting firms, corporations, and other organizations stay compliant with government regulations, build stronger deals and agreements, and deliver value to their shareholders and clients.

Headquartered in the Washington, DC metro area, Intelligize serves Fortune 500 companies, including Starbucks, IBM, Microsoft, Verizon, and Walmart, as well as many of the top global law and accounting firms.

In 2016, Intelligize became a wholly-owned subsidiary of LexisNexis®, a leading global provider of content-enabled workflow solutions designed specifically for professionals in the legal, risk management, corporate, government, law enforcement, accounting and academic markets.

For more information, visit www.intelligize.com

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