Liz Walsh

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On September 26, the Securities and Exchange Commission’s Division of Corporation Finance continued its ongoing efforts to update and revise the Staff guidance in the form of Corporation Finance Interpretations, or CFIs.  The updates address various topics, ranging from Securities Act and Exchange Act rules to interactive data; all changes were technical “clean-up” revisions to…

On September 17, 2026, the Securities and Exchange Commission (the “SEC”) issued an order (Release No. 34-106402; File No. 4-927) granting five-year, temporary exemptive relief allowing (1) qualifying tokenized securities venues that provide innovative automated market makers (“AMMs”) and liquidity pools (together referred to as “AMM Liquidity Pools”) to facilitate trading of National Market System…

On September 17, 2026, the Securities and Exchange Commission (the “Commission” or the “SEC”) issued an exemptive order to be known as the “Innovation Exemption.” This Innovation Exemption grants temporary, conditional exemptive relief under Section 36(a)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), for the onchain trading of tokenized National…

On September 8, 2026, the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “SEC”) announced that the SEC is expanding its nonpublic draft registration statement review accommodations to issuers of asset-backed securities (“ABS Issuers”) that file on Forms SF-1 and SF-3. The new accommodations for ABS Issuers:…

The Securities and Exchange Commission’s Division of Corporation Finance ushered in the Labor Day weekend holiday by publishing several new Corporation Finance Interpretations (“CFIs”) relating to Securities Act registration statement fees and incorporation by reference on Form S-1.

CFIGuidance
Securities Act Rules Question 240.18A filer tried to register the offer and sale of
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Yesterday, on September 1, the Securities and Exchange Commission wrapped up what has been a very busy summer by proposing amendments to the rules and forms governing registered transfer agents.  If adopted, this will be the first significant update to this regulatory framework in over four decades, a change many believe is long overdue.  As…

On August 18, 2026, the Securities and Exchange Commission (the “Commission” or the “SEC”) published proposed rules, titled “Regulation Crypto Assets” (“Reg Crypto Assets”), which would establish a framework to raise capital and disclosure requirements involving certain crypto asset-related investment contracts.  The proposed rules represent the next phase in the Commission’s ongoing effort to regulate…

On August 18, 2026, the Securities and Exchange Commission (the “SEC”) proposed rules (the “Proposal”) titled “Regulation Crypto Assets,” that, if adopted, would create a tailored offering regime for certain investment contracts involving crypto assets, defined as “covered investment contracts”. The Proposal is the next step in the SEC’s ongoing effort to create a regulatory…

On July 16, 2026, the U.S. Securities and Exchange Commission (the “SEC”) proposed new Regulation E-Delivery (“Reg E-Delivery”), a potential modernization of the default manner in which issuers, broker-dealers, investment advisers, and other market participants provide information to investors in our increasingly electronic world. In the words of SEC Chairman Paul Atkins, “[t]oday, the Commission…

On July 9, 2026, the Securities and Exchange Commission’s Division of Corporation Finance issued a number of new Corporation Finance Interpretations (“CFIs”) (marking more than 150 new and revised CFIs since January 2025!).  The new CFIs focus on Exchange Act Sections 13(d) and 13(g), including guidance related to total return swaps on equity securities, while…