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Altaba, fka Yahoo, Charged for Failure to Timely Disclose Cybersecurity Breach

By Randi Morrison posted 04-25-2018 04:18 AM

  
The SEC announced yesterday a groundbreaking $35 million settlement of charges with Altaba, formerly known as Yahoo, for its failure to timely disclose its massive 2014 data breach, which was first disclosed to investors in 2016 in connection with its Verizon acquisition.

The SEC's release elaborates:
Jina Choi, Director of the SEC's San Francisco Regional Office, added, “Yahoo’s failure to have controls and procedures in place to assess its cyber-disclosure obligations ended up leaving its investors totally in the dark about a massive data breach. Public companies should have controls and procedures in place to properly evaluate cyber incidents and disclose material information to investors.”


The SEC’s order finds that when Yahoo filed several quarterly and annual reports during the two-year period following the breach, the company failed to disclose the breach or its potential business impact and legal implications. Instead, the company’s SEC filings stated that it faced only the risk of, and negative effects that might flow from, data breaches. In addition, the SEC’s order found that Yahoo did not share information regarding the breach with its auditors or outside counsel in order to assess the company’s disclosure obligations in its public filings. Finally, the SEC’s order finds that Yahoo failed to maintain disclosure controls and procedures designed to ensure that reports from Yahoo’s information security team concerning cyber breaches, or the risk of such breaches, were properly and timely assessed for potential disclosure.
See also the SEC's Order, these posts from Cooley and the D&O Diary, this WSJ article, and numerous additional resources on the SEC's recently-updated cybersecurity disclosure guidance.
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