Key Takeaways:

• On May 5, 2026, the SEC proposed amendments that would allow all public companies—regardless of filer status, revenues, or market capitalization—to voluntarily elect semiannual reporting on a new Form 10-S in lieu of filing quarterly reports on Form 10-Q, via a check-the-box election on Form 10-K.
• Companies electing semiannual reporting may benefit from reduced compliance costs and less management distraction but should carefully evaluate the impact on insider trading policies, securities analyst coverage, contractual obligations, and capital raising activities before making an election.
• The public comment period closes on July 6, 2026, the rule could be adopted as early as the first half of 2027, and calendar-year companies could begin to elect to report on a semiannual basis as early as 2028.

The Securities and Exchange Commission (SEC) proposed rule and form amendments under the Securities Exchange Act of 1934, as amended (Exchange Act), that would allow public companies to elect to file semiannual reports on a new Form 10-S in lieu of filing interim quarterly reports on Form 10-Q. In a statement accompanying the proposal, SEC Chairman Paul Atkins noted that “the rigidity of the SEC’s rules has prevented companies and their investors from determining for themselves the interim reporting frequency that best serves their business needs and investors.” According to Chairman Atkins, the proposal represents the first step of a “larger, comprehensive effort to review and reshape the current SEC rules governing public companies with respect to their ongoing reporting obligations and their ability to raise capital in the public markets.”