The Securities and Exchange Commission’s (“SEC”) published a report on the 45th Annual Small Business Forum (the “Forum”).  The forum took place on March 9, 2026 and featured remarks from each of the Commissioners and discussions with the public on capital formation related issues.  The report puts forward 15 policy recommendations collected from Forum participants along with SEC responses.  The SEC responses to the recommendations included in the report often pointed to the 2026 Regulatory Agenda.  In addition, several recommendations align closely with, and are addressed by, the SEC’s recent rulemaking proposals on registered offering reform (the “Registered Offering Reform Proposal”) and enhancement of EGC accommodations and simplification of filer status (the “Filer Status Proposal”).

Early-Stage Capital Raising

  • Expand the accredited investor definition.  Forum participants once again recommended that the SEC expand the accredited investor definition to include additional sophistication measures, such as an investor test and experience.  The SEC noted that Chair Atkins has directed staff to begin discussions with FINRA about creating an accredited investor examination.
  • Modernize crypto asset regulation.  Forum participants called for the modernization of the regulation of crypto assets that are securities, including regulation of secondary trading. The SEC pointed to its March 2026 crypto interpretation, Project Crypto initiative, and plans for an “innovation exemption” for tokenized securities on novel platforms, such as automated market makers or other decentralized liquidity systems.
  • Federal friends and family blue sky exemption.  Forum participants would have the SEC create a new federal securities exemption permitting early-stage entrepreneurs to raise capital from personal networks without registering with individual states.
  • Raise the Regulation Crowdfunding cap.  Forum participants would raise the crowdfunding cap from $5 million to $20 million.  In 2025, Forum participants recommended easing issuer requirements under Regulation Crowdfunding rather than a specific dollar increase.

Growth-Stage Companies and Smaller Funds

  • New private fund exemption.  Forum participants recommended creating a new private fund exemption for small or regional funds focused on community-based investing.
  • Preempt blue sky laws for secondary trading.  Forum participants again recommended federal preemption of blue sky laws for off-exchange secondary trading in the securities of companies that make available robust, publicly accessible, and timely information, such as information required by Regulation A Tier 2.  The SEC’s Registered Offering Reform Proposal goes further, proposing to preempt state securities law for all registered offerings.
  • Streamline Rule 144.  Forum participants recommended making restricted securities available for public trading sooner.
  • Advance the INVEST Act. The legislation, which passed the House in December 2025, covers similar capital formation topics.

Small Cap Companies and the Public Markets

  • Improve OTC trading transparency.  Forum participants recommended requiring disclosures about short selling, institutional holdings, insider and affiliate holdings and transactions, paid stock promotion, and information about the security from transfer agents in order to improve public trading for companies traded over-the-counter (“OTC”).
  • Expand Form S-3 eligibility.  Forum participants recommended that the SEC expand Form S-3 to enable more issuers to conduct offerings on Form S-3, regardless of public float.  The Registered Offering Reform Proposal would eliminate the public float requirement entirely, expanding eligibility to approximately 1,127 additional issuers.
  • Revise Regulation A.  Forum participants wouldsimplify reporting requirements and improve capital access for small issuers. The 2025 Forum recommendation focused on raising the Tier 2 offering limit to $150M, while the 2026 recommendation focuses on reporting burden reduction.
  • Reduce cost and liability barriers. The last recommendation in the report was for the SEC to pursue regulatory reforms to reduce unnecessary cost and liability barriers associated with becoming and remaining a smaller public company. Both SEC proposals respond directly. The Filer Status Proposal would simplify filer categories into LAFs and NAFs (with an SNF subcategory), extend scaled disclosure accommodations to  about 81% of public companies, and create a five-year on-ramp for new registrants. The Registered Offering Reform Proposal would further expand shelf registration and communication benefits to a broader set of issuers.

The SEC’s Office of the Advocate for Small Business Capital Formation hosts the SEC’s Small Business Forum each year, providing a forum for the public to provide feedback on capital formation related policy improvements.  Read the SEC’s press release and the full report.