Download This PaperDo Companies Redact Material Information From Confidential SEC Filings? Evidence From the FAST Act
The Accounting Review, Forthcoming
51 Pages Posted: 17 Oct 2022
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Do companies redact material information from confidential SEC filings? Evidence from the FAST Act
Date Written: October 5, 2022
Abstract
The Securities and Exchange Commission permits companies to redact proprietary information from material contract filings so long as the redacted information 1) would cause competitive harm if disclosed, and 2) the information is legally immaterial. Because these joint criteria are inherently contradictory, we examine whether legally immaterial redacted information is economically material to investors. We find that firms’ stock price discovery process is significantly slower and insider trading is significantly greater after companies file redacted contracts compared to non-redacted contracts. We then examine the impact of the 2019 FAST Act which reduced the SEC’s oversight of redacted contracts. Companies redact more frequently and insider trading (but not speed of stock price discovery) is more pronounced after the FAST Act. Taken together, these findings suggest that at least some redacted information is economically material to investors and that reducing SEC oversight of redacted information may not be in investors’ best interests.
Keywords: Redacted disclosure, Confidential treatment, Materiality, Intra-period timeliness, Insider trading
JEL Classification: M41
Suggested Citation: Suggested Citation
