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US Securities and Exchange Commission

SEC faces delays on semiannual reporting proposal amid record number of comment letters

Soyoung Ho, Checkpoint News  Senior Editor

· 6 minute read

Soyoung Ho, Checkpoint News  Senior Editor

· 6 minute read

When the Securities and Exchange Commission (SEC) in May issued a proposal that would give public companies the option to provide semiannual reports instead of quarterly reports, some experts predicted that the commission would finalize the rule by the end of the year as it is a priority project for Chairman Paul Atkins, whose goal has been to “Make IPOs Great Again.” Moreover, this has been something that President Trump has asked the SEC to do as he believes semiannual preparation will lower costs for companies.

However, the agency will likely not be able to push through the rule by the end of the year, given the record number of comment letters submitted in response.

“Wow, that would be aggressive. We have 280,000 comments; we’ve got to make sure that we address them all, right?” SEC Chief Accountant Kurt Hohl told Thomson Reuters in response to a question about whether the agency will be able to finalize the proposal this year.

“I think that it’s going to be important for the commission to put something out for the box you have to check when you do your annual filing as to whether you’re going to do quarterly or semiannual,” Hohl added. “So, something probably before the end of like April or May sometime…[but] depends. A lot of variables there.”

Hohl spoke to reporters after participating in a panel discussion at the AICPA’s Conference on Banks & Savings Institutions and Conference on Credit Unions in Washington on September 14, 2026.

Record number of comment letters

As of September 15, the SEC has received almost 241,000 letters, including almost 52,000 form comment letters, according to Thomson Reuters’ tally. The vast majority of the comment letters were signed by individuals – retail investors or consumers – partly as a result of letter writing campaigns by investor advocates who strongly oppose semiannual reporting.

Professional investor groups such as the CFA Institute and the Council Institutional Investors (CII) believe the quarterly reporting requirements should be left alone.

“That requirement helps ensure that important information is promptly and transparently provided to the marketplace, allowing investors to assess concrete progress against strategic goals,” CII general counsel Jeffrey Mahoney wrote.

“In addition, CII believes that permitting less frequent reporting would lead to greater share price volatility, and more intense investor focus on short-term share price fluctuations, as investors expend effort guessing how well the company is performing,” he said. “As such, requiring quarterly financial reports on Form 10-Q is an important reality check for investors on stock valuation.”

The CFA Institute told the SEC that a recent survey – with more than 2,500 responses – showed strong support for retaining quaterly reporting and significant concern about reducing the reporting frequency: 62% oppose replacing quarterly reporting with semiannual; 63% believe the benefits of quarterly reporting exceed the costs; about 70% oppose giving companies the flexibility to determine or change their own reporting frequency; and almost 85% are worried about comparability when the option is given to companies to choose the frequency.

However, the U.S. Chamber of Commerce said that it does not prefer one cadence of reporting over another, but the proposal “is right to note the ‘varied circumstances’ that each public company faces and which in some instances may support a shift to semiannual reporting.”

The U.S. Chamber also echoed SEC Commissioner Hester Peirce’s remarks regarding the content of disclosure rather than frequency of reporting.

“Much of the administrative burden of SEC reporting stems from decades’ worth of ever-increasing disclosure mandates that have increased the volume and cost of quarterly and annual reports but made it more difficult for investors to determine the most salient information about a business,” wrote Mike Flood, a senior vice president with the Chamber, adding that the regulator project to modernize Regulation S-K will go a long way to encourage more companies to go public.

Other business groups such as the Business Roundtable and the National Association of Manufacturers likewise also welcomed the proposal.

Could spark useful dialogue with stakeholders

In the meantime, at the conference, Hohl told attendees that quarterly reporting has not changed since the 1970s. The commission has been examining whether certain rules have continued to be fit for purpose today.

Hohl said that executives at small biotech companies told him that their investors do not care about quarterly or semiannual reports. What they care about is whether their product will get FDA approval. But the rule today is one-size-fits-all. And the SEC is taking a more flexible approach with the proposal giving the option for companies to have a conversation with their key stakeholders in deciding what makes the most sense for their situation.

“So this is going to encourage companies to really analyze the information that they share with investors and the frequency in which they share,” he said.

However, Hohl noted some challenges if the SEC adopts the rule. Audit committees need to figure out what to do in terms of governance.

“Right now, there’s required auditor involvement,” he said. “Is that going to change? You know, how do you get comfortable that there’s been no significant changes? Because if you’re talking about semiannual reporting, it’s this time of year, right? That’s a long time to go and maybe have a hidden time bomb in the financial statement. So, this is going to be interesting to see how this kind of sparks engagement between companies and key investor groups in terms of what information they want to see.”

In addition, he said he’s been stressing to preparers that they should take a look at what they have been disclosing in quarterly financial statements.

“I can’t tell you how many times I talked to preparers and they said, ‘oh well, look, I’m presenting the same footnote every single quarter, and there’s no change to it’. And my first question is, ‘why?’ Right? ‘Why are you presenting this information that doesn’t change what you’re supposed to be reporting on a material change since your last audited financial statement?’ So, this is an opportunity for companies to take a look at the disclosures they’re providing and think about really those material items that make a difference for investors.”

 

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