First Page
1935
Abstract
The technological landscape in the United States is changing rapidly, and this transformation carries with it unprecedented challenges for administrators, companies, and investors alike. In particular, cybersecurity concerns are growing in light of the new opportunities for cyber malfeasance in this landscape—opportunities to pillage corporate databases and exploit the sensitive consumer information housed therein. For administrators, these new threats challenge prevailing regulatory frameworks and demand novel solutions. For companies, this landscape brings financial and reputational threats. For stakeholders, the cyber era presents the risk of investment losses and, in some cases, loss of personal data.
The Securities and Exchange Commission has responded to these changes by applying increased scrutiny to corporate cybersecurity disclosures, according to its guiding maxim that sunlight—that is, transparency—is the best disinfectant. Specifically, the Securities and Exchange Commission recently adopted new reporting requirements in an effort to keep in step with technological advances. However, applying old regulatory frameworks to a novel context may trigger unintended consequences, and thereby fall short of providing the Securities and Exchange Commission’s hoped-for benefits.
This Note critically analyzes one of the Securities and Exchange Commission’s new reporting requirements, Form 8-K’s Item 1.05 disclosure obligation, and seeks to determine whether sunlight is the best disinfectant in the cybersecurity context. Ultimately, this Note answers that question in the negative, instead advocating for the adoption of a more nuanced regulatory approach to navigate this uncharted territory.
Recommended Citation
Reagan Leverett,
Is Sunlight the Best Disinfectant? The Role of Regulation in Addressing Cybersecurity Concerns,
77 Vanderbilt Law Review
1935
(2024)
Available at: https://scholarship.law.vanderbilt.edu/vlr/vol77/iss6/6
