Rule 424 Prospectus Supplements Filing


Rule 424 (17 CFR § 230.424) under the Securities Act of 1933, as amended (the Securities Act) governs the filing of additional prospectuses once a registration statement has been filed with the U.S. Securities and Exchange Commission (SEC), both before and after the effective date of such registration statement. Attorneys advising issuers may find Rule 424(b) particularly important as it allows issuers to provide certain information regarding the offering without having to amend a registration statement once it has been declared effective by the SEC. This practice note discusses the different types of prospectus filings under Rule 424, as well as the related safe harbors under Rule 430A (17 CFR § 230.430A) and Rule 430B (17 CFR § 230.430B) under the Securities Act. Rule 424(b) applies to any prospectus used after a registration statement has been filed, including a prospectus supplement in a shelf registration or a pricing supplement.