SEC Regulatory Updates

What Changed

• - The SEC has formally announced that Principal Deputy Director of the Division of Enforcement Sam Waldon will leave the agency effective 31 July 2026, ending more than 14 years of service at the SEC.
• The Enforcement Division will have a new Principal Deputy Director (named in the release), who will assume responsibility for overseeing day‑to‑day enforcement operations, supervision of regional and...
• Waldon’s departure follows his recent tenure as Acting Director and Principal Deputy Director during a period of strategic restructuring of the Enforcement Division, including creation of multiple...
• The transition occurs against the backdrop of earlier Commission decisions to rescind delegation of formal order authority to the Enforcement Director, returning formal order approvals to the...
• Under Waldon’s leadership, the Division emphasized “quality over quantity” cases, focusing on traditional “core” areas (insider trading, accounting and disclosure fraud, market manipulation,...

Suggested Considerations

• Review and update enforcement‑risk assessments to reflect the forthcoming change in SEC Enforcement Division Principal Deputy Director, with particular focus on core fraud, insider trading, and accounting‑related risks.
• Re‑evaluate internal investigation, Wells process, and SEC engagement protocols to ensure they align with current Enforcement Manual practices and anticipate any refinements under the new Principal Deputy Director.
• Brief senior management, boards, and audit committees on the SEC enforcement leadership transition and its implications for prioritization of accounting, disclosure, and gatekeeper cases, particularly in light of the SOX‑focused enforcement unit.
• Reassess crypto and digital asset exposure, including ongoing or threatened SEC matters, to account for potential shifts in enforcement posture under new leadership while maintaining preparedness for fraud‑focused actions involving retail investors.
• Reinforce insider trading surveillance, market‑abuse monitoring, and controls around material non‑public information, reflecting the Enforcement Division’s continued emphasis on traditional trading‑related misconduct.

Key Dates

References

• [1] bloomberg.com/news/articles/2026-03-20/sec-lays-out-polic...
• [2] sec.gov/newsroom/press-releases/2024-162
• [3] angelinvestorsnetwork.com/regulatory-compliance/sec-enfor...
• [4] sec.gov/newsroom/press-releases/2026-27-sec-announces-enf...
• [5] reuters.com/world/us/sec-focus-traditional-cases-under-ne...
• [6] hklaw.com/en/insights/publications/2026/04/sec-speaks-are...
• [7] morganlewis.com/pubs/2026/04/securities-enforcement-round...
• [8] ainvest.com/news/sec-enforcement-inflection-point-directo...

What Changed

• - Regulation E‑Delivery would formally replace the SEC’s decades‑old, purely guidance‑based approach to electronic delivery and establish a rule‑based framework that expressly permits e‑delivery to...
• Electronic delivery would become the default method of delivery, meaning firms could deliver required regulatory information electronically without first obtaining the investor’s affirmative consent,...
• The rule would preserve investor choice by requiring that investors and other recipients be able to request paper delivery at any time and continue receiving paper format upon request.
• The proposal would set out requirements and conditions for when e‑delivery is deemed compliant, including use of electronic addresses or other electronic methods reasonably designed to ensure receipt...
• The range of deliverable documents under Regulation E‑Delivery would be broad, covering prospectuses for funds and other issuers, fund annual and semi‑annual shareholder reports, proxy statements,...

Suggested Considerations

• Conduct a comprehensive mapping of all documents currently delivered under federal securities law requirements (prospectuses, shareholder reports, proxy materials, trade confirmations, Form CRS, Form ADV brochures) and determine how each will be delivered under Regulation E‑Delivery.
• Review and update disclosure, investor communication and delivery policies to incorporate e‑delivery as the default method while clearly documenting investor rights to request and receive paper delivery at any time.
• Design and implement procedures for maintaining accurate electronic contact information for investors and clients, including periodic verification processes and remediation steps for undeliverable emails or failed electronic transmissions.
• Develop and operationalize the transition process for paper‑based recipients, including generation and mailing of the two required paper notices that explain the move to e‑delivery and the opt‑out option.
• Update client and investor onboarding materials, account agreements and preference‑capture workflows to reflect the new default e‑delivery model and how investors can elect paper delivery or change their preferences.

Key Dates

References

• [1] reginfo.gov/public/do/eAgendaViewRule?pubId=202510&RIN=32...
• [2] morganlewis.com/blogs/finreg/2023/04/an-end-to-the-paper-...
• [3] sec.gov/rules-regulations/2000/04/use-electronic-media
• [4] sec.gov/files/rules/proposed/2023/33-11176.pdf
• [5] sec.gov/comments/s7-09-20/s70920-8210190-227541.pdf
• [6] finra.org/media-center/blog/facilitating-e-delivery-while...
• [7] planadviser.com/white-house-to-review-sec-electronic-deli...
• [8] klgates.com/Click-Here-for-Your-Fund-Report-SEC-Endorses-...

What Changed

• - The FAQs now provide targeted guidance for public‑private partnership (P3) market participants on when their activities in structuring or advising on P3 financings constitute municipal advisory...
• The FAQs clarify for Form MA and Form MA‑I filers which remote work locations where municipal advisor‑related business is conducted must be disclosed as an “office,” affecting how firms classify and...
• The FAQs add staff views on the scope of recordkeeping requirements when a municipal advisor provides advice on the pricing of a new issue of municipal securities, reinforcing obligations under...
• A new FAQ explains how to register as a municipal advisor, directing prospective advisors (including sole proprietors) to an existing SEC staff Informational Bulletin and MSRB compliance resource...
• The SEC reiterates that the final municipal advisor registration rules adopted in 2013 remain in force and emphasizes that firms and individuals conducting municipal advisory activity should “come...

Suggested Considerations

• Conduct a comprehensive assessment of public‑private partnership activities to determine whether any structuring, advisory, or financing work for state or local governments involves “municipal advisory activities” that trigger SEC municipal advisor registration requirements.
• Review all current and planned municipal advisory activities (including indirect advice through third‑party professionals) against the SEC’s municipal advisor definition, exclusions, and exemptions, and document registration determinations in a formal internal memo.
• Identify all locations, including employees’ remote and home offices, where municipal advisor‑related business is conducted, and update Form MA and Form MA‑I filings to ensure accurate disclosure of “offices” according to the new FAQ guidance.
• Review and, where necessary, update books‑and‑records policies and procedures to ensure that advice on pricing of new issues of municipal securities is fully captured, including communications, analyses, models, and recommendations, in line with SEC and MSRB recordkeeping standards.
• Establish or update onboarding and change‑management controls to ensure that new municipal advisory lines of business, new P3 mandates, or expansions into remote work arrangements are reviewed by compliance for municipal advisor registration and office‑reporting implications before launch.

Key Dates

References

• [1] newsfilecorp.com/release/304771/SEC-Office-of-Municipal-S...
• [2] sec.gov/newsroom/press-releases/2023-56
• [3] sec.gov/newsroom/whats-new/registration-municipal-advisor...
• [4] katten.com/SEC-Issues-Proposed-Rules-Requiring-Registrati...
• [5] sec.gov/about/divisions-offices/office-municipal-securiti...
• [6] msrb.org/Rules-and-Interpretations/MSRB-Rules
• [7] regcompliancewatch.com/sec-releases-faqs-on-municipal-adv...
• [8] msrb.org/Registering-MSRB

What Changed

• - The SEC is reinstating the Retail Fraud Working Group within the Division of Enforcement to concentrate resources on identifying and pursuing misconduct that disproportionately harms retail...
• The Working Group will support stronger coordination with state and federal enforcement partners, including improved information-sharing and joint efforts.
• The SEC’s enforcement priorities now explicitly include offering fraud, accounting and disclosure fraud, insider trading, market manipulation, fraud by foreign actors, and fiduciary breaches...
• The SEC is signaling that it will distinguish between honest mistakes and actual fraud, but will still assess whether errors caused investor harm and calibrate remedies accordingly.
• The initiative reinforces the SEC’s broader retail-investor focus, building on the earlier Retail Strategy Task Force and related retail-protection efforts.

Suggested Considerations

• Review retail-facing sales, disclosure, and supervision controls for gaps that could create exposure under SEC fraud theories.
• Reassess product approval, marketing review, and suitability procedures for offerings sold to individual investors.
• Test whether financial reporting, performance, and valuation disclosures could be challenged as misleading or incomplete.
• Strengthen surveillance for insider trading, market manipulation, and suspicious transaction patterns involving retail accounts.
• Reevaluate client-asset safeguarding, custody, and trade-allocation controls to prevent misuse or misappropriation.

Key Dates

References

• [1] hklaw.com/en/insights/publications/2026/05/sec-enforcemen...
• [2] thecorporatecounsel.net/blog/2026/05/sec-enforcement-new-...
• [3] stblaw.com/about-us/publications/view/2026/05/14/sec-watc...
• [4] morganlewis.com/pubs/2026/06/securities-enforcement-round...
• [5] sec.gov/fact-sheets/sec-protects-retail-investors-markets
• [6] sec.gov/newsroom/speeches-statements/woodcock-remarks-mfa...
• [7] linkedin.com/posts/timothynewman_yesterday-newly-appointe...
• [8] investor.gov/introduction-investing/investing-basics/role...

What Changed

• - The SEC proposes to rescind Rule 611 of Regulation NMS (17 CFR 242.611), which currently requires trading centers to establish, maintain, and enforce written policies and procedures reasonably...
• The rescission would eliminate the current requirement on trading centers to prevent executions at prices inferior to protected quotations displayed on other trading centers, subject to the present...
• The SEC proposes to rescind Rule 610(e) of Regulation NMS, which currently imposes caps on access fees that trading centers may charge for the execution of quotations in NMS stocks, intended to...
• The proposal would remove the regulatory framework that links protection of top‑of‑book quotations with capped access fees, allowing market forces and competition to shape routing behavior, fee...
• The proposal would likely be accompanied by conforming amendments to related definitions and cross‑references in Regulation NMS that currently rely on or reference Rules 611 and 610(e).

Suggested Considerations

• Map all current policies, procedures, and controls that explicitly reference or rely on Rule 611 (Order Protection Rule) and Rule 610(e) (access fee caps), including best‑execution frameworks, routing policies, fee schedules, and surveillance rules.
• Conduct a system inventory of smart order routing, execution algorithms, and venue connectivity logic that prevents trade‑throughs of protected quotations and enforces access‑fee caps, and identify components that would need redesign if Rules 611 and 610(e) are rescinded.
• Review and, if necessary, update best‑execution policies and client disclosures to decouple best‑execution rationales from mechanical Rule 611 compliance, preparing a framework that can operate in an environment without trade‑through prohibitions or fee caps.
• Enhance governance processes to monitor the SEC rulemaking, assign ownership (e.g., to a market structure working group), and prepare internal impact assessments and board‑level briefings on potential business, conduct, and conflict‑of‑interest implications of rescission.
• Develop scenario analyses and playbooks describing how routing strategies, venue selection, and payment‑for‑order‑flow or other economic arrangements would be adjusted in the absence of Rule 611 and Rule 610(e).

Key Dates

References

• [1] skadden.com/-/media/files/publications/2025/11/how_the_se...
• [2] sec.gov/comments/4-862/4862-662547-1977554.pdf
• [3] law.cornell.edu/cfr/text/17/242.611
• [4] x.com/SECGov/status/2065093130404163701/photo/1
• [5] x.com/SECGov/status/2065093133583487076
• [6] sifma.org/advocacy/letters/supplemental-request-for-immed...
• [7] sec.gov/divisions/marketreg/rule611faq.pdf
• [8] federalregister.gov/documents/2004/12/27/04-27934/regulat...

What Changed

• - The SEC, jointly with seven other U.S. financial regulators, has established mandatory technical data standards for information submitted to those agencies pursuant to the Financial Data...
• The joint standards apply to regulatory data collections within each participating agency’s remit (e.g., SEC filings and reports, certain prudential and market data submissions), and are intended to...
• The rule requires use of structured, non‑proprietary, machine‑readable formats (such as XML, JSON, XBRL, or similar open standards) where data is collected electronically, moving away from...
• The standards require use of public, non‑exclusive data dictionaries and taxonomies, so that data elements (e.g., fields, metrics, identifiers) are consistently defined and tagged across different...
• The rule embeds interoperability requirements, so that the same data element (for example, a LEI, CUSIP, counterparty ID, asset class, or exposure type) is reported using harmonized definitions and...

Suggested Considerations

• Conduct a comprehensive mapping of all current and upcoming regulatory data submissions to the SEC and other FDTA‑covered agencies to identify which reports are likely to be brought under the joint data standards.
• Review and update data governance frameworks so that key data elements (counterparty identifiers, instrument identifiers, balances, exposures, classifications) are uniquely defined, consistently sourced, and traceable across internal systems in alignment with anticipated joint taxonomies.
• Assess existing regulatory reporting systems and vendor solutions (including XBRL tools, data warehouses, and filing platforms) and develop an upgrade plan to support the new machine‑readable, standardized formats and schemas.
• Establish an internal FDTA/joint data standards implementation program, with clear ownership (e.g., finance, regulatory reporting, data management, IT) and a cross‑functional steering committee to oversee design, testing, and rollout.
• Engage with technology, regtech, and data vendors to confirm their timelines for supporting the new SEC and cross‑agency standards and to obtain updated taxonomies, schemas, and validation rules as soon as they are published.

Key Dates

References

• [1] fisglobal.com
• [2] ecb.europa.eu/stats/financial_corporations/list_of_financ...
• [3] bankingcircle.com
• [4] bis.org/fsi/publ/insights33.pdf
• [5] nuvei.com
• [6] goldmansachs.com
• [7] ripple.com
• [8] adyen.com

What Changed

• - The SEC is proposing a strategic reorientation toward core statutory objectives: investor protection, fair and orderly markets, and capital formation.
• The plan emphasizes clearer, fit-for-purpose rules intended to support innovation while deterring misconduct.
• The SEC says it will prioritize modernizing and simplifying disclosure practices, which may affect reporting frameworks and issuer-facing compliance processes.
• The draft plan highlights expanded access to private markets and new capital-raising pathways, signaling possible future changes in offering, exemptive, and disclosure regimes.
• The SEC identifies digital assets and distributed ledger technologies as an area needing a “firm regulatory foundation,” indicating continued policy development for crypto-related activities.

Suggested Considerations

• Submit written comments by 02 July 2026 if your firm wants to influence the SEC’s strategic priorities, especially on disclosure modernization, private markets, digital assets, or enforcement posture.
• Include File Number DSP-3 on all comments and use only one submission method, because the SEC requires the file number on email subject lines and asks commenters to choose a single channel.
• Review internal compliance roadmaps for likely impacts from disclosure simplification, rule retrospectives, and enforcement refocusing, and identify where current controls may become redundant or need redesign.
• Assess whether your firm’s digital asset, tokenization, or distributed ledger activities may benefit from future SEC guidance or may face new framework requirements.
• Monitor developments on EDGAR modernization and filing technology changes, and test whether internal reporting, tagging, or submission processes would need upgrades.

Key Dates

References

• [1] sec.gov/newsroom/press-releases/2026-51-sec-publishes-dra...
• [2] sec.gov/ix?doc=%2FArchives%2Fedgar%2Fdata%2F0000070858%2F...
• [3] prnewswire.com/news-releases/fs-kkr-capital-corp-announce...
• [4] pubs.acs.org/doi/10.1021/acs.est.4c12667
• [5] sec.gov/ix?doc=%2FArchives%2Fedgar%2Fdata%2F1498067%2F000...
• [6] blackstone.com/insights/article/office-of-the-cio-2026-in...
• [7] sec.gov/Archives/edgar/data/1357615/000110465926036847/tm...
• [8] federalregister.gov/documents/2025/11/28/2025-21379/termi...

What Changed

• - The SEC proposes to rescind the 2024–2025 climate‑related disclosure rules that mandated detailed climate information in Securities Act registration statements and Exchange Act annual reports,...
• The proposal would remove line‑item requirements for climate‑related governance and oversight by the board and management that had been added to Regulation S‑K and related forms.
• The proposal would eliminate prescriptive disclosure of climate‑related risks over specified time horizons (short, medium, long term) and their impacts on strategy, business model, and outlook that...
• The proposal would rescind obligations to provide certain climate‑related financial metrics in audited financial statements, including disaggregation of climate‑related impacts in footnotes, thereby...
• The proposal would eliminate any mandatory greenhouse gas (GHG) emissions disclosures that were part of the climate rules, including Scopes that were required for large filers, returning GHG...

Suggested Considerations

• Maintain full compliance with the existing SEC climate‑related disclosure rules in registration statements and annual reports until a final rescission (if any) becomes effective, and do not scale back disclosures based solely on the proposal.
• Prepare internal briefing materials for the board, audit committee, and senior management explaining the proposed rescission, its potential implications, and the need to maintain current disclosures in the interim.
• Coordinate with legal, finance, sustainability, and investor relations teams to develop a contingency disclosure strategy that anticipates both outcomes: (i) rescission is finalized and prescriptive line items disappear, or (ii) the rule is modified or retained following comments or litigation.
• Review and update risk factor, MD&A, and business section drafting guidance to ensure that material climate‑related risks and opportunities continue to be addressed under general disclosure standards even if specialized climate items are removed.
• Engage external counsel and proxy‑advisory or ESG stakeholders to assess how reduced prescriptive SEC climate requirements will interact with EU, UK and state‑level climate disclosure regimes, and align internal reporting processes to meet the most stringent applicable framework.

Key Dates

References

• [1] democrats-financialservices.house.gov/uploadedfiles/01.14...
• [2] sec.gov/newsroom/whats-new
• [3] jdsupra.com/legalnews/sec-releases-2026-examination-8535066/
• [4] morganlewis.com/pubs/2026/04/securities-enforcement-round...
• [5] skadden.com/-/media/files/publications/2025/07/2026-sec-f...
• [6] jonesday.com/en/insights/2026/02/sec-outlines-2026-disclo...
• [7] mayerbrown.com/-/media/files/perspectives-events/publicat...
• [8] goodwinlaw.com/en/insights/publications/2025/12/alerts-fi...

What Changed

• *(Based on the SEC’s description and consistent with prior offering‑reform initiatives; specific rule and form cites will need to be confirmed against the proposing release once reviewed in full.)*
• The SEC proposes to modernize the shelf registration process for Form S‑3 and F‑3 issuers, including expanded use of automatic or “universal” shelves and greater flexibility to add classes of...
• The proposal would streamline incorporation by reference, allowing more categories of Exchange Act reports and exhibits to be incorporated into Securities Act registration statements and prospectuses...
• The SEC proposes to expand the use of “access equals delivery” for final prospectuses, permitting issuers in additional circumstances to satisfy Securities Act Section 5(b)(2) delivery requirements...
• The reforms would broaden the range of permissible communications in connection with registered offerings, including issuer and underwriter use of certain factual and forward‑looking information,...

Suggested Considerations

• Monitor the Federal Register and SEC website for the full proposing release text and the precise comment deadline for this rulemaking.
• Coordinate among legal, finance, and investor relations teams to prepare and submit a comment letter to the SEC addressing practical implications of the proposed offering and reporting reforms for your issuer, including any concerns about liability, operational feasibility, and investor impact.
• Inventory all existing shelf registration statements (including automatic shelves), universal shelves, and continuous‑offering programs and identify where proposed changes to shelf mechanics, incorporation by reference, or prospectus updating could affect structure, timing, or disclosure.
• Review current offering communication practices, including use of free writing prospectuses, roadshow materials, and research reports, and map them against the proposed expanded communications safe harbors to determine what additional flexibilities could be used in future offerings.
• Assess your firm’s use of Exchange Act reports incorporated by reference into Securities Act registration statements and plan to revise drafting and review procedures to take advantage of streamlined incorporation while managing Securities Act liability for incorporated information.

Key Dates

References

• [1] akingump.com/en/insights/alerts/sec-proposes-changes-to-r...
• [2] proskauer.com/alert/sec-proposes-reforms-for-business-dev...
• [3] sec.gov/files/rules/final/33-8591.pdf
• [4] skadden.com/insights/publications/2026/2026-insights/regu...
• [5] sec.gov/resources-small-businesses/small-business-complia...
• [6] sec.gov/rules-regulations/rulemaking-activity
• [7] scholarship.law.duke.edu/cgi/viewcontent.cgi?article=1182...
• [8] sullcrom.com/SullivanCromwell/_Assets/PDFs/Memos/SC-Publi...

What Changed

• - The SEC has rescinded the policy in Rule 202.5(e) of its informal Rules of Practice that conditioned settlements involving sanctions on the respondent’s agreement not to publicly deny the...
• Settling parties in SEC enforcement actions may now have greater scope to make public statements that deny or contest aspects of the SEC’s allegations, subject to the specific language of each...
• The traditional “neither admit nor deny” construct will no longer automatically include a built‑in prohibition on denials, which means the SEC staff will need to negotiate any desired limitations on...
• Communications and disclosure provisions in SEC settlement papers (including “undertakings” and clauses governing press releases and investor communications) are likely to become more tailored and...
• The rescission increases the importance of alignment between legal, compliance, and communications teams when crafting public statements following an SEC settlement, because statements that deny...

Suggested Considerations

• Review existing internal playbooks for handling SEC investigations and settlements and update them to reflect the rescission of Rule 202.5(e), including how settlement language on admissions, denials, and public statements is negotiated.
• For matters currently under SEC investigation or in active settlement negotiations, direct outside and in‑house counsel to reassess settlement strategy, including whether to seek greater flexibility for post‑settlement denials or clarifications in the consent language and undertakings.
• Conduct an inventory of significant historical SEC settlements that included “no‑deny” provisions and identify where ongoing communications plans, disclosure narratives, or litigation strategies may be constrained by legacy language.
• For high‑impact historical orders with restrictive “no‑deny” clauses, obtain legal advice on whether and how to approach the SEC about potential modification or clarification of those provisions in light of the Commission’s changed policy.
• Train senior management, board members, and spokespersons on the revised SEC posture, emphasising that while denials may now be more permissible, inaccurate or overly aggressive denials could adversely affect ongoing private litigation, insurance recoveries, or relationships with other regulators.

Key Dates

References

• [1] sec.gov
• [2] usgovernmentmanual.gov/Agency?EntityId=JZfpg7xXgFk%3D&Par...
• [3] sec.gov/newsroom/press-releases/2024-174
• [4] sec.gov/newsroom/press-releases/2024-148
• [5] sec.gov/newsroom/press-releases/2024-98
• [6] sec.gov/newsroom/press-releases/2025-6
• [7] sec.gov/enforcement-litigation/litigation-releases
• [8] sec.gov/reports

What Changed

• - Streamlined Reporting Items: Amendments propose removing or simplifying certain Form PF fields, such as reducing detailed breakdowns of investment exposures, counterparty data, and performance...
• Adjusted Filing Thresholds: Raise thresholds for "large hedge fund advisers" and "large private equity advisers" (e.g., from $1.5B to potentially higher AUM levels for certain funds), limiting who...
• Simplified Calculations: Eliminate complex aggregation rules for master-feeder/parallel structures, revert to prior methods for inflows/outflows and AUM (e.g., no double-counting exclusions for...
• Event Reporting Relief: Propose delaying or narrowing 72-hour current event reporting (e.g., for large hedge funds under new Section 6), responding to burden complaints from 2024 amendments. These...

Suggested Considerations

• Review Proposal: Download full proposing release post-Federal Register publication; assess current Form PF processes against proposed simplifications (e.g., audit AUM calculations, exposure schedules).
• Submit Comments: File detailed feedback by comment deadline, focusing on burden estimates, implementation feasibility, and alternatives (e.g., via SEC's online portal); prioritize if your firm files quarterly/detailed sections.
• Update Systems: Map current reporting workflows to proposed changes; pilot simplified data pulls for inflows, performance, and structures; prepare for potential transition rules if adopted.
• Monitor Extensions: Track related no-action relief (e.g., CFTC Letter 25-50 for interim burden reduction) and Form N-PORT extensions.
• Internal Training: Educate compliance teams on threshold changes and event reporting tweaks to avoid over-reporting during transition.

Key Dates

References

• [1] sec.gov/newsroom/press-releases/2026-19-sec-proposes-amen...
• [2] corpgov.law.harvard.edu/2024/05/01/the-sec-and-cftc-overh...
• [3] kirkland.com/publications/kirkland-aim/2024/03/sec-increa...
• [4] willkie.com/publications/2024/03/sec-and-cftc-adopt-subst...
• [5] sec.gov/files/rules/final/2024/ia-6546.pdf
• [6] cftc.gov/csl/25-50/download
• [7] sec.gov/files/rules/final/2025/ia-6919.pdf
• [8] ici.org/news-release/sec-moves-to-reduce-burdensome-fund-...

What Changed

• - Exemptive Order: Provides relief from the SEC's broker-dealer customer protection rule (Rule 15c3-3), permitting dually registered broker-dealer/FCMs that are joint clearing members of FICC and CME...
• Rule Change Approval: Approves FICC's filing to incorporate a Third Amended and Restated Cross-Margining Agreement with CME into its Government Securities Division rules, enabling cross-margining at...
• Scope Expansion: Shifts from prior restrictions where only clearing members could cross-margin, now extending to eligible customers of qualifying firms, with safeguards for customer fund segregation...

Suggested Considerations

• Qualifying Firms: Review and ensure compliance with exemptive order conditions (e.g., customer eligibility, account segregation, risk controls) before offering cross-margining; update internal policies, systems, and customer agreements to support combined margin calculations in futures accounts.
• Operational Updates: Implement changes to clearing and margining processes aligned with the Third Amended Cross-Margining Agreement; conduct testing with FICC and CME for customer-level arrangements.
• Documentation and Reporting: Maintain records demonstrating adherence to Rule 15c3-3 exemptions and notify customers of new margining options; monitor for CFTC parallel requirements on commingled funds.
• Legal/Compliance Review: Assess dual SEC/CFTC registration status and joint membership; consult with counsel on condition-specific interpretations.

Key Dates

References

• [1] sec.gov/newsroom/press-releases/2026-36-sec-approves-exem...
• [2] investing.com/news/economy-news/sec-approves-rule-change-...
• [3] en.bloomingbit.io/feed/news/110060
• [4] cftc.gov/PressRoom/PressReleases/9214-26
• [5] financemagnates.com/institutional-forex/sec-grants-condit...
• [6] tradingview.com/news/financemagnates:5ea56691a094b:0-sec-...

What Changed

There are no direct regulatory changes or new requirements in this announcement; it is a personnel appointment rather than a rulemaking or policy shift. However, SEC Chairman Atkins highlighted the Division's ongoing "course correction" to prioritize cases aligned with congressional intent for meaningful investor protection and market integrity, moving away from prior Gensler-era emphases. Woodcock's background in securities enforcement, financial reporting, and audit task forces suggests potential heightened scrutiny in those areas, though no specific mandates are outlined.

Suggested Considerations

• Review current exposure to SEC enforcement matters, particularly in financial reporting, accounting, and disclosures, in light of Woodcock's expertise.
• Monitor SEC announcements post-May 4, 2026, for signals on evolving priorities, such as reduced crypto focus or enhanced fraud detection.
• Enhance internal compliance training on investor protection and market integrity cases, aligning with the stated "course correction."
• Engage external counsel familiar with Woodcock's tenure (e.g., Gibson Dunn alumni or Fort Worth Regional Office veterans) for strategic advice.

Key Dates

References

• [1] wealthmanagement.com/regulation-compliance/sec_names_gibs...
• [2] news.bitcoin.com/david-woodcock-named-sec-enforcement-chi...
• [3] tradersmagazine.com/xtra/sec-appoints-david-woodcock-as-d...
• [4] blockonomi.com/sec-names-david-woodcock-as-enforcement-ch...
• [5] citybiz.co/article/829974/sec-appoints-david-woodcock-as-...
• [6] newsfilecorp.com/release/291656/SEC-Appoints-David-Woodco...
• [7] hklaw.com/en/news/intheheadlines/2026/04/us-sec-taps-gibs...
• [8] wmbdradio.com/2026/04/08/us-sec-taps-gibson-dunn-attorney...

What Changed

• This is not a rulemaking publication introducing new regulations but an annual enforcement summary reflecting operational shifts rather than formal regulatory changes. Key developments include:
• Enforcement volume decline: 313 standalone actions (down 27% from 431 in FY 2024), with only 4 new actions against public companies post-January 20, 2025 (93% of 56 public company cases initiated...
• Monetary penalties reduced: $808 million in settlements (lowest since 2012) and record-low $108 million in disgorgement.
• Policy shifts: Dismissals of high-profile crypto cases (e.g., Coinbase, Binance); new task forces on crypto and cross-border fraud; emphasis on "bread-and-butter" cases like offering fraud, insider...
• Leadership and staffing impact: Post-Gensler transition (Uyeda as Acting Chair, Atkins sworn in April 2025); ~15% Enforcement staff reduction; record Q1 actions (200 total, October-December 2024)...

Suggested Considerations

• Review and strengthen controls around core risks: insider trading, offering fraud, fiduciary duties, and retail investor disclosures.
• Self-assess exposure to legacy Gensler-era cases, especially crypto-related, anticipating potential dismissals or settlements.
• Enhance self-reporting, remediation, and cooperation protocols, as SEC continues to credit these in resolutions.
• Monitor SEC task forces on crypto and cross-border fraud for emerging priorities.
• Update firm-wide risk assessments to deprioritize novel theories (e.g., shadow trading) in favor of traditional misconduct.

Key Dates

References

• [1] corpgov.law.harvard.edu/2026/01/21/sec-enforcement-2025-y...
• [2] whitecase.com/insight-alert/sec-fy-2025-review-transforma...
• [3] sec.gov/newsroom/press-releases/2025-26
• [4] brattle.com/insights-events/publications/sec-enforcement-...
• [5] hklaw.com/en/insights/publications/2025/12/sec-enforcemen...
• [6] gibsondunn.com/securities-enforcement-2025-year-end-update/
• [7] clearyenforcementwatch.com/2026/01/the-shifting-sec-enfor...
• [8] sec.gov/files/fy25-oiad-sar-activities.pdf

What Changed

Rule 15c2-11 requires broker-dealers to review current, publicly available issuer information (e.g., via EDGAR or issuer websites) before publishing or submitting quotations for OTC securities, with exceptions like piggybacking limited to scenarios with one-way priced quotes, post-trading suspension restrictions (60 days), and time-bound quoting for shell companies (18 months).

Suggested Considerations

• Review processes: Broker-dealers must verify current issuer info (financials for last 2 years, filings) is publicly available (EDGAR/website) before quoting; annual checks for Phase 3 fixed income.
• Exception compliance: Limit piggyback to priced quotes, avoid 60-day post-suspension, cap shell quoting at 18 months.
• Systems updates: Implement OTC quote surveillance for fixed income/private securities; document reviews.
• Issuer coordination: OTC issuers ensure info on EDGAR/website; monitor no-action phases.
• Comment submission: Firms respond to proposal via SEC portal during consultation.

Key Dates

References

• [1] sec.gov/newsroom/press-releases/2020-212
• [2] acaglobal.com/insights/sec-no-action-letter-regarding-ame...
• [3] gibsondunn.com/recent-sec-interpretation-of-exchange-act-...
• [4] freewritings.law/2020/09/sec-amends-rule-15c2-11/
• [5] ecfr.gov/current/title-17/chapter-II/part-240/subpart-A/s...
• [6] finra.org/rules-guidance/guidance/reports/2024-finra-annu...
• [7] otcmarkets.com/learn/15c2-11-resource-center
• [8] dwt.com/blogs/financial-services-law-advisor/2024/11/new-...

What Changed

• The resignation itself does not constitute a regulatory change, but it creates operational uncertainty regarding the enforcement priorities and procedural reforms that Director Ryan had recently...
• Reduced enforcement for technical violations: Director Ryan had signaled that routine violations concerning reporting requirements, recordkeeping, and internal accounting controls should not...
• "Middle ground" approach: For non-fraud violations posing investor or market integrity risks, the Division was to pursue resolutions emphasizing remediation over punishment.
• Continued fraud focus: The Division was to maintain rigorous enforcement on fraud, insider trading, market manipulation, and scams targeting retail investors. Enforcement Manual Updates (Effective...
• Four-week timeline for post-Wells meetings with senior leadership (Associate Director level or above)

Suggested Considerations

• *Immediate (Next 30 Days):
• *Monitor Acting Director's statements: Compliance teams should closely track any public remarks or guidance from Acting Director Sam Waldon regarding enforcement priorities and procedural expectations.
• *Assess Wells submissions in progress: For entities with pending Wells submissions, evaluate whether the change in leadership creates opportunities to supplement submissions or request expedited meetings under the four-week timeline.
• *Review investigation status: Entities in early-stage investigations should assess whether the leadership transition may affect investigation trajectory or resolution opportunities.
• *Update compliance calendars: Ensure all enforcement-related deadlines and procedural requirements under the updated Enforcement Manual remain tracked and current.

Key Dates

References

• [1] dlapiper.com/en-us/insights/publications/2026/02/sec-enfo...
• [2] alston.com/en/insights/publications/2026/02/sec-leadershi...
• [3] goodwinlaw.com/en/insights/publications/2026/03/alerts-pr...
• [4] davispolk.com/insights/client-update/sec-updates-its-enfo...
• [5] jdsupra.com/legalnews/sec-s-division-of-enforcement-annou...
• [6] regulationtomorrow.com/2026/03/us-secs-updated-enforcemen...
• [7] governance-intelligence.com/regulatory-compliance/back-ba...
• [8] secretariat-intl.com/insights/the-evolving-sec-enforcemen...

What Changed

• - Extension of Section 16(a) Reporting: Directors and officers of FPIs must now file Forms 3 (initial beneficial ownership), 4 (changes in ownership), and 5 (annual summary) electronically and in...
• Rule Amendments: - Rule 3a12-3(b): Removes full Section 16 exemption for FPI insiders; retains exemptions only for Section 16(b) short-swing profits and Section 16(c) short-selling prohibitions....
• Form Updates: Forms 3, 4, and 5 amended to include non-U.S. issuers and reporters; technical changes to instructions for EDGAR support contacts and paper filing addresses.
• Exemptive Authority: SEC may exempt persons/securities/transactions if foreign laws impose "substantially similar" requirements, but no exemptions granted yet; staff evaluating.

Suggested Considerations

• For FPIs and Insiders: Identify all directors/officers subject to Section 16; implement processes for electronic/English-language filings via EDGAR; file initial Form 3 by March 18, 2026 (or sooner for new appointees); establish transaction monitoring for prompt Form 4 filings.
• Training and Policies: Update insider trading policies, provide training on forms/reporting timelines; designate EDGAR filers with proper contacts.
• Systems Preparation: Integrate with trading/brokerage systems for real-time ownership tracking; prepare for Form 5 annual reconciliations.
• Monitor Exemptions: Watch for SEC exemptive relief based on foreign law equivalency; assume compliance required absent announcement.

Key Dates

References

• [1] omm.com/insights/alerts-publications/client-alert-sec-ado...
• [2] whitecase.com/insight-alert/sec-adopts-rules-apply-sectio...
• [3] indexbox.io/blog/sec-finalizes-new-disclosure-rules-for-f...
• [4] sec.gov/newsroom/press-releases/2026-23-sec-adopts-final-...
• [5] knowntrends.com/2026/03/sec-adopts-final-rules-under-hold...
• [6] sec.gov/newsroom/speeches-statements/atkins-statement-fin...
• [7] debevoise.com/insights/publications/2026/03/sec-adopts-fi...
• [8] sec.gov/rules-regulations/2026/02/34-104903

What Changed

• The updates target investigative and enforcement procedures for greater consistency:
• Uniform Wells process: Recipients of a Wells notice receive four weeks to submit responses; Wells meetings are scheduled within four weeks of submission and include senior Division leadership.
• Simultaneous settlement and waiver consideration: Restores practice allowing settling parties to request Commission waivers from collateral consequences (e.g., disqualifications) alongside settlement...
• Additional enhancements: Details framework for evaluating cooperation (including civil penalty impacts); promotes internal collaboration; updates formal order processes, criminal referrals, and...

Suggested Considerations

• Review the updated Enforcement Manual (https://www.sec.gov/files/enforcementmanual.pdf) and train compliance/in-house legal teams on new Wells timelines and submission guidance.
• Update internal policies for responding to Wells notices: Prepare submissions within four weeks, focusing on elements staff find "most helpful" (e.g., detailed facts, legal analysis).
• For settlements, incorporate simultaneous waiver requests in offers to leverage restored process and mitigate collateral impacts.
• Enhance cooperation strategies per new evaluation framework to potentially reduce civil penalties; document internal collaboration for enforcement interactions.
• Monitor annual Manual reviews via SEC Division of Enforcement page (https://www.sec.gov/about/divisions-offices/division-enforcement).

Key Dates

References

• [1] sec.gov/newsroom/press-releases/2026-20-secs-division-enf...
• [2] sec.gov/about/divisions-offices/division-enforcement
• [3] sec.gov/files/enforcementmanual.pdf

What Changed

• This announcement reflects structural reforms rather than new substantive regulations:
• Replacement of Regional Directors with Deputy Directors, centralizing reporting from local offices (e.g., Boston, Fort Worth, Atlanta) and specialized units directly to headquarters-led Deputy...
• Enhanced supervision of enforcement decisions, aiming for consistency and reduced regional variations in handling investigations.
• Complements parallel Wells process reforms under Chairman Paul Atkins, including a baseline four-week response period, greater access to evidence, and senior-level meetings for transparency and due...

Suggested Considerations

• Review and update internal protocols for SEC investigations to align with centralized reporting structures, anticipating uniform standards across regions.
• Train legal/compliance staff on refined Wells process (e.g., prepare for four-week timelines and evidence access requests).
• Monitor upcoming SEC communications for Enforcement Director Judge Margaret Ryan's guidance on fraud-focused priorities.
• Assess current or potential matters for earlier engagement with Deputy Directors on case theories and resolutions.

Key Dates

References

• [1] jdsupra.com/legalnews/sec-enforcement-shake-up-and-wells-...
• [2] dlapiper.com/en-us/insights/publications/2026/01/sec-enfo...
• [3] mwe.com/insights/sec-enforcement-trends-companies-2026/
• [4] corpgov.law.harvard.edu/2026/01/21/sec-enforcement-2025-y...
• [5] foley.com/insights/publications/2026/01/shifting-enforcem...
• [6] skadden.com/insights/publications/2026/2026-insights/regu...
• [7] sec.gov/files/2026-exam-priorities.pdf
• [8] capx.cooley.com/2026/01/07/navigating-sec-priorities-in-t...

What Changed

• - Raise the RAUM threshold for RIAs to qualify as small entities from $25 million to $1 billion, with conforming changes for control affiliates.
• Increase the net asset threshold for investment companies from $50 million to $10 billion.
• Update aggregation of related funds from "group of related investment companies" to "family of investment companies" as defined in Form N-CEN for easier identification.
• Introduce inflation adjustments to thresholds every 10 years via SEC order, without formal rulemaking.
• Make corresponding amendments to Form ADV and rules on continuing hardship exemptions for electronic filing.

Suggested Considerations

• Submit public comments by the deadline to influence thresholds, alternatives (e.g., client types, headcount), or exclusions (e.g., funds advised by small RIAs).
• Monitor Federal Register for exact publication and comment instructions; review proposed rule and fact sheet on SEC site (https://www.sec.gov/rules-regulations/2026/01/s7-2026-01).
• Assess internal status: Calculate current RAUM/net assets against new thresholds to anticipate RFA benefits in upcoming rulemakings.
• No immediate compliance changes, as this affects SEC rulemaking process only; prepare for potential indirect impacts via future rules.

Key Dates

References

• [1] sewkis.com/publications/sec-proposes-amendments-to-small-...
• [2] regulatoryandcompliance.com/2026/01/sec-proposes-expanded...
• [3] jdsupra.com/legalnews/sec-proposes-amendments-to-small-en...
• [4] sec.gov/newsroom/press-releases/2026-1-sec-proposes-amend...
• [5] freewritings.law/2026/01/sec-proposes-updates-to-small-en...
• [6] sec.gov/rules-regulations/2026/01/s7-2026-01
• [7] questce.com/sec-proposal-may-redefine-ria-small-entity-st...
• [8] sullivanlaw.com/viewpoints/sec-proposes-amendments-to-sma...

What Changed

There are no main regulatory changes, new requirements, or policy updates in this announcement; it is solely a personnel departure notice with no substantive regulatory implications.

Suggested Considerations

• related delays and monitor for successor announcements via https://www.sec.gov/newsroom/press-releases.

Key Dates

References

• [1] sifma.org/people/nekia-hackworth-jones-esq
• [2] sec.gov/newsroom/press-releases/2025-146-deputy-director-...
• [3] securitiesdocket.com/2025/12/30/deputy-director-of-enforc...
• [4] sec.gov/newsroom/press-releases/2020-304
• [5] ali.org/profile/3204
• [6] jonesday.com/en/news/2026/01/former-sec-deputy-director-n...

What Changed

• This announcement itself introduces no new regulatory changes or requirements; it is a personnel update. However, it occurs amid broader Enforcement Division restructuring, including:
• Consolidation from one Deputy Director to four (three regional: Northeast, Southeast, West; one for specialized units), reducing reporting lines for a more unified nationwide enforcement program.
• Rescission in March 2025 of delegated authority for the Enforcement Director to issue formal orders of investigation, now requiring direct Commission authorization to align with priorities.
• Emphasis on transparency, such as sharing legal theories and evidence with defense counsel during Wells processes, rewarding cooperation, self-reporting, and remediation, while avoiding novel legal...

Suggested Considerations

• Review ongoing Northeast Regional Office investigations for potential leadership changes and engage early with new deputies on cooperation opportunities.
• Enhance internal self-reporting and remediation protocols to align with Enforcement's stated rewards for cooperation and robust Wells processes.
• Update compliance training on restructured reporting lines and Commission-authorized formal orders, ensuring defenses stick to established securities laws rather than novel theories.
• Monitor SEC staff directory for replacement announcements, such as potential roles for Samuel Waldon or others in the Northeast.

Key Dates

References

• [1] mcguirewoods.com/client-resources/alerts/2025/6/a-new-day...
• [2] sec.gov/newsroom/press-releases/2025-146-deputy-director-...
• [3] dechert.com/knowledge/onpoint/2025/6/under-new-leadership...
• [4] corpgov.law.harvard.edu/2026/01/21/sec-enforcement-2025-y...
• [5] skadden.com/insights/publications/2025/04/trump-administr...
• [6] perkinscoie.com/insights/update/sec-speaks-2025-four-key-...
• [7] morganlewis.com/pubs/2025/12/securities-enforcement-round...
• [8] clearygottlieb.com/news-and-insights/publication-listing/...