Data / Federal rules / 2026-10373
Registered Offering Reform
The Securities and Exchange Commission published this proposed rule in the Federal Register on May 26, 2026. Comments closed on July 27, 2026.
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What the agency says
The Securities and Exchange Commission ("Commission") is proposing amendments that are intended to facilitate capital formation in the public securities markets. Specifically, the proposed amendments would make Form S-3 and the ability to conduct shelf offerings available to significantly more issuers, extend certain benefits currently reserved for "well-known seasoned issuers" to a broader set of issuers, and modernize Form S-1 by expanding the ability to incorporate information by reference into that form. The proposed amendments also would make conforming changes to the registration, communication, and offering process for certain business development companies and registered closed-end investment companies that register securities on Form N-2. We also are proposing to amend the communication rules to permit broad-based advertising for certain insurance products. In addition, we are proposing certain other amendments that are intended to modernize certain rules. Finally, to mitigate the costs and complexity of conducting a registered offering, the proposed amendments would preempt State securities law registration and qualification requirements for all registered offerings.
Key facts
- Document number
- 2026-10373
- Type
- Proposed rule
- Action
- Proposed rule
- Agency
- Securities and Exchange Commission
- Published
- May 26, 2026
- Comments due
- July 27, 2026
- Dates
- Comments should be received on or before July 27, 2026.
- Docket
- Release Nos. 33-11418; 34-105513; IC-36160; File No. S7-2026-17
- Regulation ID (RIN)
- 3235-AN41
- Code of Federal Regulations
- 17 CFR 210; 17 CFR 229; 17 CFR 230; 17 CFR 232; 17 CFR 239; 17 CFR 240; 17 CFR 249
- Topics
- Accountants; Accounting; Administrative practice and procedure; Banks, banking; Brokers; Confidential business information; Electronic filing; Employee benefit plans; Fraud; Holding companies; Insurance companies; Investment companies; Oil and gas exploration; Reporting and recordkeeping requirements; Securities; Swaps; Utilities
- Significant
- Yes, under Executive Order 12866
- Pages
- 260
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| Document | Type | Published |
|---|---|---|
| List of Rules To Be Reviewed Pursuant to the Regulatory Flexibility Act 2026-21657 | Proposed rule | Oct 23 |
| Interval Fund Modernization; Expansion of Multiple Share Class to Registered Closed-End Management Investment Companies and Business Development Companies C1-2026-20360 | Proposed rule | Oct 20 |
| Investment Company Cross Trading 2026-21037 · significant | Proposed rule | Oct 15 |
| Investment Adviser Performance-Based Compensation Modernization 2026-20474 | Proposed rule | Oct 6 |
| Adviser and Regulated Fund Custody Rules; Crypto Custody Rules 2026-20466 · significant | Proposed rule | Oct 6 |
| Adoption of Updated EDGAR Filer Manual 2026-20461 | Final rule | Oct 6 |
| Interval Fund Modernization; Expansion of Multiple Share Class to Registered Closed-End Management Investment Companies and Business Development Companies 2026-20360 | Proposed rule | Oct 5 |
| Commission Quorum Requirement 2026-20262 | Final rule | Oct 2 |
Everything from the Securities and Exchange Commission · Rules on accountants · Rules on accounting · Rules on administrative practice and procedure · Published in May 2026
Read from the Federal Register API, last updated 2026-10-23. The document on federalregister.gov is the official record; dates and dockets can change through later corrections. Free to reuse with credit to SpecStream under CC BY 4.0.