The U.S. Securities and Exchange Commission’s Division of Corporation Finance published a staff statement from Director Jim Moloney outlining an accelerated pipeline of rulemaking recommendations and staff guidance aligned with Chairman Paul Atkins’ reform agenda. Priority workstreams include crypto-asset reforms, creating an optional semi-annual reporting model, reducing disclosure burdens under Regulation S-K including executive compensation disclosures, and implementing the Holding Foreign Insiders Accountable Act (HFIAA) to apply Exchange Act Section 16 reporting to officers and directors of reporting Foreign Private Issuers (FPIs). On crypto assets, staff is preparing interpretive guidance that would set out a crypto-asset taxonomy and a framework for when crypto assets are subject to an investment contract, as well as a proposal to establish a regulatory structure for offers and sales of crypto securities. The Regulation S-K review is framed around a broad request for public input, with the Division seeking targeted, concrete recommendations and data on compliance costs, and also inviting comments on Regulation S-X. For semi-annual reporting, the Division is preparing recommendations for a formal proposal and considering what additional rule changes would be needed for a smooth transition, including approaches that preserve quarterly reporting where issuers and investors prefer it. HFIAA rulemaking recommendations are being prepared to meet the statutory March 18, 2026 deadline, but the Section 16(a) amendments are described as self-executing so FPI officers and directors must begin complying on March 18, 2026 regardless of rulemaking status, with the EDGAR Business Office recommending early requests for filer identification numbers. Additional items flagged include potential exemptive recommendations where foreign law is substantially similar to Section 16(a), ongoing review of comments on concept releases covering FPI eligibility and residential mortgage-backed securities and asset-backed securities registration, continued issuance of staff guidance and no-action letters, operational recovery in the Disclosure Review Program after the Fall 2025 government shutdown including Rule 430A-related shutdown guidance, and preparation of recommendations for a shareholder-proposals rulemaking while the Rule 14a-8 task force remains paused.
U.S. Securities & Exchange Commission 2026-02-13
U.S. Securities and Exchange Commission outlines Corporation Finance rulemakings on crypto taxonomy, semi-annual reporting option, Regulation S-K streamlining and HFIAA Section 16 for foreign private issuers
The U.S. SEC’s Division of Corporation Finance, led by Director Jim Moloney, outlined an accelerated rulemaking agenda aligned with Chairman Paul Atkins’ reform priorities, focusing on crypto-asset reforms, semi-annual reporting models, and reducing Regulation S-K disclosure burdens. Key initiatives include developing a crypto-asset taxonomy, preparing HFIAA rulemaking for a March 18, 2026 deadline, and addressing operational recovery post-Fall 2025 government shutdown.