Item 303 of Regulation S-K Creates No Duty To Disclose Under Section 10(b) and Rule 10b-5: Ninth Circuit | Practical Law
In In re NVIDIA Corporation Securities Litigation, the US Court of Appeals for the Ninth Circuit held for the first time that Item 303 of Regulation S-K, 17 C.F.R. § 229.303, does not create a duty to disclose under Section 10(b) of the Securities and Exchange Act of 1934 and Securities Exchange Commission (SEC) Rule 10b-5.