SEC demonstrates lighter touch as reporting overhaul looms
- Focus on investor harm, not technical violations
- Considers push for semiannual finance reporting
- Changes may put retail investors at disadvantage
A change in leadership at the Securities and Exchange Commission (SEC) is reshaping both the tone and tempo of Wall Street regulation.
In the first year under Chairman Paul Atkins, the SEC’s actions reflect a shift toward a more business-friendly regulatory stance, prioritizing demonstrable investor harm over technical rule violations.
The agency is getting “back to basics” under the latest Trump administration, according to Edward Best, co-chair of the capital markets practice at Willkie Farr & Gallagher. That means the SEC is prioritizing its dual mandate to protect investors and facilitate capital formation while easing what many companies see as an increasingly burdensome regulatory regime.
“The SEC has two main functions: enforcement and corporate finance review,” Best said. “What we’re seeing now is a recalibration on both fronts.”
On enforcement, the shift is particularly pronounced. Under the prior administration, regulators pursued a series of high-profile cases targeting what critics described as technical violations — instances where firms may have breached rules without clear evidence of investor harm.
One prominent example Best cited involved major banks paying billions of dollars in penalties because employees used messaging platforms such as iMessage that failed to meet strict record-keeping requirements for broker-dealers. While the communications themselves were not alleged to be misleading or harmful, they fell outside the SEC’s archival standards.
“The current leadership has made clear they want enforcement focused on actual investor harm,” Best said, signaling a departure from what some viewed as a more punitive, rules-based approach.
At the same time, the agency appears to be streamlining its corporate finance operations.
Legal and financial advisors report fewer and less granular comments from the agency on filings, which they say is a sign of both shifting priorities and constrained resources.
With staffing levels reduced following recent layoffs, the SEC is increasingly triaging its workload. “You might see 10 comments now instead of 30,” Best said.
That lighter touch comes as the number of US public companies has steadily declined over the past few decades, falling from a mid‑1990s peak of nearly 6,000 to roughly two-thirds of that level today.
While mergers and acquisitions account for part of the drop, lawyers say the rising cost and complexity of public-company compliance have played a significant role.
Meanwhile, private markets are booming.
Companies, particularly in high-growth sectors like artificial intelligence, are raising billions of dollars without going public, diminishing the urgency of an initial public offering.
Against that backdrop, regulators are revisiting one of the most entrenched features of US capital markets: quarterly reporting.
A proposal under consideration would allow companies to shift from quarterly filings to a semiannual reporting regime, a move that would align the US more closely with international norms. The idea, first floated years ago, is gaining renewed traction and could be formally proposed in the coming weeks, according to Taylor Wirth, a partner at Barnes & Thornburg.
Importantly, the change would be optional, giving companies flexibility rather than mandating a wholesale shift.
Proponents argue the benefits are clear: lower compliance costs, reduced pressure to meet short-term earnings targets, and a greater focus on long-term strategy.
“Many companies barely finish their annual reports before starting the next quarterly cycle,” Best said. “It’s resource-intensive.”
Others say the change could make public markets more attractive, particularly for smaller firms deterred by reporting obligations.
Still, the proposal faces skepticism from some corners of the market.
Critics warn that less frequent reporting could reduce transparency, widen information gaps between insiders and investors, and increase the risk of misconduct going undetected for longer periods.
Retail investors, in particular, could be disadvantaged relative to large institutions with broader access to company information.
“There’s a real concern about information asymmetry and volatility,” Wirth said, adding that opposition could emerge from investor advocacy groups as the proposal moves through the rule-making process.
There are also legal questions.
While the SEC is pursuing the change through its own rule-making authority, some observers question whether congressional approval may ultimately be required.
Even if the rule is adopted, market dynamics may limit its impact.
Ran Ben-Tzur, co-head of capital markets at Fenwick & West, said companies are unlikely to abandon quarterly communication altogether. Instead, many may continue issuing earnings releases and holding investor calls, while skipping the more detailed and costly Form 10-Q filings.
“Most of the market reacts to earnings releases, not the formal filings that come days later,” Ben-Tzur said. “Companies will still provide updates. The question is how much detail they include.”
The experience of foreign private issuers offers a precedent: many operate under lighter reporting requirements but maintain regular communication with investors.
Any shift away from quarterly reporting would take time. The current system is deeply embedded in everything from debt covenants to merger agreements and investor-relations practices.
“It’s not something that changes overnight,” Wirth said. “You’re talking about a multi-year transition.”
Yet some market participants say the SEC may be tackling only part of the problem.
Linklaters capital markets partner Jeffrey Cohen said the most significant obstacle to going public isn’t quarterly reporting, but the auditing requirements imposed by the Public Company Accounting Oversight Board (PCAOB).
Companies preparing for an IPO must undergo a separate, more rigorous PCAOB-compliant audit, even if they already have audited financials. It can require months of additional work and documentation, according to Cohen.
“That is often the main timing barrier in the IPO process,” he said. “Any meaningful reform in this area would have a far greater impact on IPO activity than changes to reporting frequency.”
The SEC did not return a message seeking comment.
