Wealth & Private Banking in United States

Key dates

2025-01-01

Beginning of the general period identified by the SEC during which the charged entities allegedly filed Forms ADV containing material misrepresentations; the publication does not specify an exact start date.

2026-08-27

The SEC announced the charges, disclosed the requested remedies, stated that the 38 ERA filings had been removed from its website, and referenced its related investor alert.

Suggested considerations

• Compliance teams may wish to perform a documented, line-by-line validation of Form ADV Part 1 and applicable Form ADV Part 2 disclosures, including business addresses, telephone numbers, websites, ownership, control persons, regulatory status, assets, private funds, clients, and service providers.
• Firms should consider retaining contemporaneous evidence supporting material Form ADV representations, such as lease or office records, corporate and ownership documents, fund records, audited financial statements, auditor engagement evidence, and records supporting reported assets and advisory activities.
• ERA and registered adviser compliance programs may wish to establish independent verification of counterparties' SEC registration or ERA status through the Investment Adviser Public Disclosure system and should avoid treating an SEC filing, certificate, or website badge as conclusive proof of legitimacy.
• Firms that market investment advice to individuals should consider reviewing whether their regulatory status, Form ADV disclosures, and marketing materials accurately describe whether they are registered, exempt reporting, or otherwise authorized to provide services to retail investors.
• Compliance teams may wish to investigate repeated or highly similar ownership structures, numerical disclosures, addresses, telephone numbers, websites, auditor names, or filing patterns across related advisers as potential indicators of coordinated fraudulent filings.
• Firms should consider escalating unanswered SEC requests for records and preserving relevant books, records, communications, websites, and filing-support materials, because the SEC expressly relied on alleged failures to substantiate Form ADV information.
• Private fund sponsors and allocators may wish to verify that purported fund audits were performed by identifiable independent public accounting firms with appropriate federal or state registration or licensing, rather than relying solely on statements in Form ADV.
• Financial-crime and onboarding teams may wish to incorporate the SEC's PAUSE list, investor alerts, foreign-jurisdiction indicators, website authentication checks, and independent corporate-registration checks into risk-based due diligence for purported U.S. advisers.

What changed

This publication announces enforcement complaints rather than a new rule or generally applicable filing requirement. The SEC alleges violations of Section 204(a) of the Investment Advisers Act of 1940, which governs adviser records and reports including Form ADV, and Section 207, which prohibits untrue statements or omissions in applications and reports filed under the Act. The SEC seeks permanent injunctions, conduct-based injunctions preventing the defendants from filing Forms ADV as exempt reporting advisers, and civil penalties.

Key dates

2026-08-21

Proposal published in the Federal Register for public comment.

2026-10-05 Deadline

Written comments are due 45 days after Federal Register publication.

Suggested considerations

• Firms should assess each pool’s investor eligibility against the natural-person and non-natural-person requirements in proposed Regulation 4.13(a)(4), including the distinctions between qualified eligible persons and accredited investors.
• RIAs should review offering documents, subscription procedures, investor representations, and transfer controls to support the required reasonable belief at investment or conversion that all participants satisfy the applicable eligibility criteria.
• Compliance teams may wish to confirm that each relevant pool’s interests qualify for a Securities Act exemption and that U.S. marketing practices comply with the proposed restriction, including the Rule 506(c) exception.
• Eligible advisers should map Form PF obligations and determine whether existing SEC filings would satisfy the proposed condition that Form PF be filed where required.
• Firms should prepare to file or update electronic exemption notices with the NFA and maintain the proposed Regulation 4.13 annual affirmation, recordkeeping, disclosure, and statutory-disqualification representations.
• Managers operating both registered and exempt pools should assess the proposed Regulation 4.13(e)(2) communications and redemption-right requirements and identify whether any existing participants would require notice before a pool is operated as exempt.
• Small-pool operators should model eligibility using the proposed $800,000 aggregate threshold while continuing to monitor the 15-participant-per-pool limit and unchanged contribution exclusions.
• Managers relying on Staff Letter 25-50 should preserve evidence of current compliance and evaluate transition implications because the CFTC preliminarily proposes to supersede that relief if the rule is finalized.

What changed

Proposed Regulation 4.13(a)(4) would exempt an SEC-registered investment adviser from CPO registration for qualifying pools if the pool interests are exempt from Securities Act registration and are not publicly marketed in the United States, except that the marketing restriction would not apply to pools offered under SEC Rule 506(c) of Regulation D.

Key dates

2026-08-14

The SEC announced the enforcement action and filed the complaint in the U.S. District Court for the Southern District of New York.

2020-12-01

Approximate beginning of the conduct period alleged by the SEC.

2025-06-30

Approximate end of the conduct period alleged by the SEC.

Suggested considerations

• Firms should consider reconciling every investor-facing statement about upfront fees, markups, commissions, carried interest, advisory fees, transaction spreads, and total acquisition cost against actual fund and affiliate-level economics.
• Compliance teams may wish to map all principal transactions and related-party transfers between advisers, sponsors, general partners, feeder funds, and portfolio-acquisition vehicles, with documented conflict reviews and valuation support.
• Firms should consider testing whether each person soliciting private-fund interests is properly registered or otherwise operating within an applicable broker-dealer exemption, and whether compensation arrangements create broker-dealer registration or supervision concerns.
• Compliance teams may wish to review cold-calling scripts, call recordings, lead-generation practices, sales-agent training, and escalation controls for high-pressure claims, guaranteed or implied returns, scarcity statements, and misleading descriptions of pre-IPO access.
• Firms should consider verifying offering exemptions, investor eligibility, registration status, subscription documentation, and disclosure delivery for each private fund and distribution channel.
• Compliance teams may wish to perform targeted surveillance of retail and retiree sales, including cancellation or cooling-off requests, unusual concentration, complaints about undisclosed fees, and differences between quoted and realized investor charges.
• Firms should consider preserving communications, transaction records, fee calculations, investor files, sales-agent compensation data, and valuation materials in anticipation of regulatory inquiries or investor claims.

What changed

This is a civil enforcement action, not a new rule or generally applicable safe harbor. The SEC alleges violations of the antifraud, securities-registration, and broker-dealer-registration provisions of the Securities Act of 1933, the Securities Exchange Act of 1934, and the Investment Advisers Act of 1940, together with control-person liability and aiding-and-abetting violations by Spaventa.

Key dates

2026-08-12

SEC announcement of the administrative proceeding

2026-08-22 Deadline

Payment deadline for the $28 million penalty by Wells Fargo Clearing Services, LLC and the $7 million penalty by Wells Fargo Advisors Financial Network, LLC, within 10 days of entry of the order

Suggested considerations

• Compliance teams may wish to review whether written supervisory procedures specifically address the risks of cash sweep and bank deposit sweep arrangements.
• Firms may wish to assess whether product selection, monitoring, escalation, and exception-handling controls are documented and operating as intended.
• Broker-dealers and advisers may wish to test whether disclosures, advisor training, and supervisory review processes match the actual operation of sweep programs.
• Firms may wish to examine whether affiliated deposit-product conflicts, yield incentives, and client-cash allocation defaults are identified and mitigated in practice.
• Operational risk and compliance functions may wish to evaluate whether periodic reviews capture changes in interest-rate conditions and client behavior that can affect sweep-program risk.

What changed

The order reflects SEC action under Sections 203(e) and 203(k) of the Investment Advisers Act and Section 15(b) of the Exchange Act, with cease-and-desist relief for violations of Section 206(4) of the Advisers Act and Rule 206(4)-7. The SEC’s settled resolution imposed a censure and civil penalties of $28 million on Wells Fargo Clearing Services, LLC and $7 million on Wells Fargo Advisors Financial Network, LLC, payable within 10 days of entry of the order.

Key dates

2026-08-12

SEC administrative proceeding and release for Santander Securities LLC

Suggested considerations

• Compliance teams may wish to review mutual fund share-class selection controls to confirm lower-cost alternatives are identified and used when available.
• Firms may wish to reassess whether 12b-1 fee compensation is clearly disclosed in client-facing materials and account documentation.
• Supervisory teams may wish to test whether review procedures flag cases where a cheaper share class was available but not selected.
• Firms may wish to examine whether representative compensation or revenue-sharing arrangements could bias share-class recommendations.
• Compliance functions may wish to verify that remediation processes can identify and reimburse affected clients where share-class selection increased costs.

What changed

The SEC charged Santander Securities LLC with willful violations of Advisers Act Sections 206(2) and 207 in connection with recommending mutual fund share classes that paid 12b-1 fees while lower-cost share classes were available for the same funds. The order alleges inadequate disclosure of the conflict created by the firm’s and associated persons’ receipt of 12b-1 compensation, and it describes the conduct as a breach of fiduciary duty and disclosure obligations.

Key dates

2014-01-01

Start of the relevant conduct period during which Trustcore selected and held mutual fund share classes paying 12b-1 fees where lower-cost alternatives were available

2018-03-28

End of the relevant conduct period examined in the SEC’s administrative proceeding

2019-03-11

Date of the SEC’s administrative order against Trustcore Financial Services, LLC under the Investment Advisers Act of 1940

2020-12-31

Closure date of Trustcore’s affiliated broker-dealer, TrustCore Investments, LLC, referenced as subsequent context

Suggested considerations

• Firms should consider reviewing mutual fund share class selection methodologies to confirm that, where multiple classes of the same fund are available, the process appropriately prioritizes lower-cost share classes for clients unless a documented, client-specific rationale justifies a different choice.
• Compliance teams may wish to assess whether existing Form ADV, advisory agreements, and other client-facing disclosure documents clearly describe 12b-1 fees, revenue-sharing, and other distribution or affiliate compensation, including how these payments arise from share class selection and the resulting conflicts of interest.
• Advisory firms should consider mapping and documenting all compensation flows between the adviser, affiliated broker-dealers, and associated persons that are tied to mutual fund holdings, including 12b-1 fees and other distribution-related payments, to support clear conflict identification and disclosure.
• Firms may wish to evaluate supervisory controls and surveillance around mutual fund share class usage, including periodic reviews or exception reports designed to detect legacy, higher-cost, or revenue-generating share classes that remain in client accounts where lower-cost alternatives exist.
• Compliance teams should consider testing whether advisory personnel understand the firm’s fiduciary obligations under the Advisers Act in the context of fee-driven product selection, and whether training materials adequately cover share class conflicts and disclosure expectations.
• Advisory firms may wish to implement or enhance procedures requiring documentation of the rationale for any recommendation or retention of mutual fund share classes that pay 12b-1 fees or other distribution fees, especially where cheaper classes of the same fund are available to the client.
• Firms should consider reviewing and, where needed, updating policies governing interactions between advisory and brokerage affiliates, to ensure that incentives tied to fund distribution or 12b-1 fees do not undermine client best interest or the adviser’s fiduciary duty.
• Compliance teams may wish to benchmark their practices against prior SEC share class selection initiatives and enforcement matters, using this order as an example of the types of conflicts, disclosure gaps, and remedial undertakings the SEC is prepared to pursue.

What changed

This publication does not introduce new rules but memorializes a final SEC enforcement action and related undertakings under the Investment Advisers Act of 1940. The SEC imposed a formal cease-and-desist order against Trustcore Financial Services, LLC for violations of Section 206(2) (fraudulent conduct by an investment adviser) and Section 207 (untrue statements or omissions of material fact in filings with the SEC), in connection with the adviser’s selection and retention of mutual fund share classes that paid 12b-1 fees where lower-cost share classes were available.

Key dates

2017-06-01

Beginning of the conduct period identified by the SEC for the undisclosed or inadequately disclosed rollover and referral incentive-compensation practices.

2022-02-01

End of the conduct period identified by the SEC for the disclosure and policies-and-procedures failures.

2025-01-17

The SEC issued the settled administrative order against Transamerica Financial Advisors, LLC.

Suggested considerations

• Compliance teams may wish to compare conflict disclosures against actual compensation practices to confirm that conditional language does not understate incentives that are being paid in practice.
• Firms may wish to review rollover-related compensation arrangements for specificity in Form ADV brochures, client agreements, training materials, and sales communications.
• Compliance teams may wish to test whether policies and procedures under Rule 206(4)-7 are designed to identify, monitor, and remediate gaps between business practices and client disclosures.
• Firms should consider whether representative-level incentive compensation tied to referrals or rollovers warrants heightened supervision, approval workflows, or additional conflict controls.
• Firms may wish to assess whether retirement rollover supervision includes review of disclosure consistency, repapering, and cross-functional sign-off when compensation structures change.

What changed

This is an enforcement action, not a new rule or interpretive release, so it does not amend the underlying regulatory text. The SEC found violations of Sections 206(2) and 206(4) of the Investment Advisers Act of 1940 and Rule 206(4)-7 because the firm allegedly paid incentive compensation to investment adviser representatives for referrals and retirement rollovers from at least 2017-06-01 through 2022-02-01, while earlier disclosures used language suggesting the firm merely 'may' provide incentives.

Key dates

2021-07-09

SEC announced settled administrative proceedings against Kestra Advisory Services, LLC and Kestra Private Wealth Services, LLC

2026-08-12

SEC administrative proceedings index and SEC newsroom list the Kestra Private Wealth Services matter under Release No. 34-106110

Suggested considerations

• Compliance teams may wish to review whether disclosures about affiliated compensation, markups, and related conflicts are specific and prominent enough for advisory clients.
• Firms should consider testing mutual fund trade processing and fee assessment workflows for undisclosed economic benefits to affiliates.
• Dual registrants may wish to assess whether advisory and broker-dealer compliance functions are coordinated so disclosures, operations, and compensation schedules are aligned.
• Firms may wish to examine whether written policies and procedures are detailed enough to detect and prevent conflicts tied to transaction fees and non-transaction service fees.
• Wealth management firms may wish to compare client-facing disclosures against internal agreements and operational fee flows to identify inconsistencies.
• Compliance teams may wish to consider periodic testing of conflict disclosures and fee practices to determine whether similar issues would be identified before an exam or enforcement review.

What changed

This is an enforcement order, not a rulemaking, so it does not create new requirements. It nonetheless reinforces that investment advisers must provide full and fair disclosure of conflicts created when an affiliated broker-dealer receives compensation from mutual fund trades and related services, including situations described by the SEC as fee markups. The order also underscores the need for written compliance policies and procedures reasonably designed to prevent violations, which the SEC tied to Rule 206(4)-7.

Suggested considerations

• Compliance teams may wish to review whether advertising approval workflows are designed to identify statements that could be materially false or misleading under Advisers Act standards.
• Firms may wish to verify that marketing claims are supported by current documentation before use, especially where claims relate to qualifications, capabilities, or other material attributes.
• Teams may wish to confirm that all promotional channels, including websites, PDFs, presentations, email campaigns, and social media, are included in supervisory review.
• Firms may wish to assess whether recordkeeping processes preserve final and pre-approved versions of advertisements and the support for material claims.
• Compliance teams may wish to consider whether training for marketing and advisory personnel clearly addresses the prohibition on untrue statements of material fact in advertisements.

What changed

This publication is an enforcement order, not a new rulemaking, so it does not create new generally applicable obligations. It applies existing Investment Advisers Act advertising standards by finding that the firm violated Section 206(4) and Rule 206(4)-1(a)(5) through advertisements containing untrue statements of material fact. The order also requires a cease-and-desist remedy and imposes a $200,000 civil money penalty, payable within 10 days of the order’s entry.

Key dates

2019-08-01

SEC civil action filed in the District of Massachusetts

2024-03-29

District court entered final judgment against Commonwealth

2024-04-01

Whistleblower notice lists the qualifying judgment/order date

2024-07-05

Whistleblower notice last reviewed or updated

Suggested considerations

• Compliance teams may wish to review whether Form ADV and client-facing disclosures describe revenue-sharing arrangements with enough specificity to explain the actual conflict and the related economic incentive.
• Firms may wish to assess whether disclosures address not only the existence of revenue sharing, but also whether it may steer recommendations toward higher-cost mutual fund share classes over cheaper alternatives.
• Firms may wish to test whether policies and procedures under Rule 206(4)-7 expressly cover identification, escalation, review, and disclosure of revenue-sharing conflicts.
• CCOs may wish to confirm that they are being kept fully informed of revenue-sharing arrangements and related conflicts, especially where those arrangements can affect product recommendations or supervision.
• Compliance functions may wish to evaluate whether representatives understand the structure of revenue-sharing payments and how those economics may influence client recommendations.
• Dual registrants may wish to align broker-dealer and advisory disclosures so that the conflict is not described in one channel while omitted or softened in another.

What changed

This was an enforcement action, not a rulemaking, so it did not create new industry-wide requirements. The SEC alleged violations of Section 206(2), Section 206(4), and Rule 206(4)-7 of the Investment Advisers Act based on inadequate disclosure of material conflicts of interest and failure to adopt and implement adequate compliance policies and procedures.

Key dates

2021-07-09

SEC announced and settled the Kestra Advisory Services administrative proceeding

2021-07-09 Deadline

Order required payment of disgorgement, prejudgment interest, and civil penalty within ten days of entry of the order

Suggested considerations

• Compliance teams may wish to review whether client disclosures describe all forms of affiliated compensation, revenue sharing, and other economic benefits that could influence recommendations.
• Firms should consider whether Form ADV narratives, client agreements, and supervisory documentation are consistent on affiliate compensation and conflict disclosure.
• Dual registrants may wish to map advisory and brokerage compensation streams in their conflict inventories to confirm that material conflicts are captured and escalated.
• Firms should consider whether written compliance policies and procedures are tailored to actual business practices, rather than existing only in generic form.
• Compliance functions may wish to test whether supervisory reviews can detect compensation arrangements that create disclosure obligations under the Advisers Act.
• Wealth management organizations may wish to assess training for advisers and supervisors on when affiliate compensation and shared revenue arrangements must be disclosed to clients.

What changed

This was not a new rulemaking; it was an SEC enforcement order applying existing requirements under Sections 206(2) and 206(4) of the Investment Advisers Act of 1940 and Rule 206(4)-7. The Commission found that Kestra AS failed to disclose two types of compensation received by its affiliated broker-dealer and predecessor firm, including compensation tied to conflicts of interest, and that clients therefore lacked material information needed to assess those conflicts.

Suggested considerations

• Compliance teams may wish to review mutual fund share class selection logic to confirm whether lower-cost eligible share classes were available and used where appropriate.
• Firms should consider whether 12b-1 fee revenue is fully identified in conflict inventories and disclosed clearly in Form ADV and related client materials.
• Advisory supervision may wish to test whether recommendations are consistent with a client-first or best-interest framework when fund share class options differ in cost.
• Firms may wish to evaluate whether exception handling for higher-cost share class usage is documented, approved, and supported by a client-specific rationale.
• Compliance functions may wish to assess whether remediation and restitution calculations are available if historical share class selection issues are identified.

What changed

This was not a new rulemaking or interpretive release; it was an SEC administrative enforcement action based on alleged breaches of fiduciary duty and inadequate disclosure tied to mutual fund share class selection and 12b-1 fee revenue. The SEC’s order indicates the firm recommended, purchased, or held higher-cost share classes for clients despite lower-cost alternatives being available, and the firm received compensation through 12b-1 fees that created a conflict.

Key dates

2014-01-01

Start of relevant conduct period during which Investacorp Advisory Services, Inc. recommended or retained mutual fund share classes with 12b-1 fees despite lower-cost alternatives being available

2018-03-30

End of relevant conduct period covered by the SEC administrative order against Investacorp Advisory Services, Inc.

2026-08-12

SEC issues administrative order in Release No. 34-106089, File No. 3-19037, imposing cease-and-desist relief, censure, disgorgement, and prejudgment interest on Investacorp Advisory Services, Inc.

Suggested considerations

• Firms should consider reviewing mutual fund share-class selection policies and procedures to confirm that, where clients are eligible, the lowest-cost available share class of a given fund is systematically considered and documented, particularly in accounts where the firm or an affiliate receives 12b-1 fees.
• Compliance teams may wish to evaluate Form ADV Part 2A, advisory brochures, and other client disclosures to determine whether receipt of 12b-1 fees and similar distribution or servicing compensation is clearly described as a material conflict of interest, including the incentives it creates for advisers and affiliated broker-dealers.
• Advisory firms with affiliated broker-dealers should consider mapping compensation flows, including 12b-1 fees and revenue sharing, between entities to identify where those arrangements could reasonably influence share-class recommendations, and whether enhanced disclosure or conflict-mitigation controls are warranted.
• Firms may wish to implement or refine surveillance and testing to identify accounts invested in higher-cost mutual fund share classes when a lower-cost share class of the same fund appears available to that client, and to assess whether any such positions reflect policy exceptions or potential remediation candidates.
• Investment committees and disclosure governance bodies should consider comparing actual fund-share-class usage patterns against stated policies and disclosures in advisory brochures, wrap-fee program documents, and client agreements to confirm alignment and identify gaps in describing conflicts tied to 12b-1 fee receipt.
• Firms that historically received 12b-1 fees or similar fund distribution compensation during periods comparable to 2014–2018 may wish to consider whether a retroactive review of share-class selection and client eligibility is appropriate and whether any client reimbursement, remediation, or supplemental disclosure exercises are advisable in light of the SEC’s enforcement posture.
• Compliance and supervisory functions should consider updating training for investment adviser representatives and registered representatives to ensure they understand how mutual fund share-class selection, 12b-1 fee arrangements, and affiliated broker-dealer compensation can create fiduciary and disclosure risk under the Advisers Act.
• Legal and compliance teams may wish to revisit enterprise-level conflicts of interest inventories to ensure that mutual fund share-class selection practices, 12b-1 fee arrangements, and related revenue-sharing structures are explicitly captured, assessed, and tied to appropriate controls and disclosures.

What changed

The publication does not introduce new rules or amend existing regulations; it is an enforcement settlement applying existing fiduciary and disclosure obligations under the Investment Advisers Act of 1940, including Sections 203(e) and 203(k). The order confirms that the SEC considers the practice of placing advisory clients into mutual fund share classes that charge 12b-1 fees when lower-cost, non-12b-1 share classes of the same fund are available to be a material conflict of interest when the adviser or an affiliated broker-dealer receives those fees.

Key dates

2026-08-12

SEC administrative-proceedings listing date for the AXA Advisors matter

Suggested considerations

• Compliance teams may wish to review whether mutual fund share class selection processes systematically identify the lowest-cost eligible class for each account type and client segment.
• Firms may wish to assess whether disclosures in Form ADV, client agreements, and supervisory materials clearly describe 12b-1 compensation and other share-class conflicts.
• Supervisory teams may wish to confirm that representatives’ incentives tied to 12b-1 revenue are identified, reviewed, and mitigated or disclosed where necessary.
• Firms may wish to document a defensible comparison process for share classes and retain evidence supporting the selected class for each recommendation.
• Compliance functions may wish to evaluate whether prior-client remediation procedures are calibrated for situations where clients were placed in more expensive share classes than necessary.

What changed

This publication is an enforcement order, not a rulemaking or policy statement. The order requires AXA Advisors to cease and desist from future violations of Sections 206(2) and 207 of the Advisers Act, is accompanied by a censure, and imposes monetary relief totaling $1,134,152, consisting of $972,007.36 in disgorgement and $162,144.64 in prejudgment interest. The order also directs payment to affected investors, reflecting the SEC’s view that inadequate share-class selection and conflict disclosure can require remediation.

Key dates

2026-08-04

Federal Reserve published the proposed rule in the Federal Register at 91 FR 49526.

2026-10-05 Deadline

Public comments on the proposed rule are due.

Suggested considerations

• Compliance teams may wish to map the proposal’s threshold changes against existing Regulation O controls, including board-approval triggers, disclosure triggers, and internal lending limit checks.
• Firms may wish to identify any lending relationships that rely on current presumptions of control, especially where portfolio companies of investment fund complexes could be affected.
• Banks may wish to review insider-lending policies, forms, recordkeeping, and disclosure workflows for provisions that the proposal would codify, clarify, or remove.
• Stakeholders may wish to submit comments by 2026-10-05 if they want to influence the final treatment of thresholds, fund-complex ownership, valuation rules, or correspondent-lending provisions.
• Legal and compliance teams may wish to compare the proposed text against existing Regulation O, Regulation Y, and internal interpretive guidance to spot implementation impacts if the rule is finalized largely as proposed.

What changed

The proposal would amend 12 CFR part 215 (Regulation O) and conform related provisions in Regulation Y and other Board regulations. It would make a one-time adjustment to several dollar-based thresholds, then index those thresholds going forward based on nominal GDP. It would clarify how certain limits apply on an aggregate basis and streamline limits on loans to executive officers, including prior board-approval requirements for certain large loans.

Key dates

TBD (upon Federal Register publication)

– Start of the 60‑day public comment period on the Regulation E‑Delivery proposal

TBD Deadline

– End of the 60‑day comment period; market participants must have submitted feedback on scope, conditions, investor protections and operational impacts by this date

TBD (post‑adoption) Deadline

– Effective date of final Regulation E‑Delivery, after which firms may begin relying on the rule for default e‑delivery, subject to any specified compliance or phase‑in dates in the adopting release

TBD (post‑effective date) Deadline

– Commencement of required transition processes, including the mailing of two paper notices and implementation of opt‑out mechanisms, for investors currently receiving paper communications

Suggested considerations

• Conduct a comprehensive mapping of all documents currently delivered under federal securities law requirements (prospectuses, shareholder reports, proxy materials, trade confirmations, Form CRS, Form ADV brochures) and determine how each will be delivered under Regulation E‑Delivery.
• Review and update disclosure, investor communication and delivery policies to incorporate e‑delivery as the default method while clearly documenting investor rights to request and receive paper delivery at any time.
• Design and implement procedures for maintaining accurate electronic contact information for investors and clients, including periodic verification processes and remediation steps for undeliverable emails or failed electronic transmissions.
• Develop and operationalize the transition process for paper‑based recipients, including generation and mailing of the two required paper notices that explain the move to e‑delivery and the opt‑out option.
• Update client and investor onboarding materials, account agreements and preference‑capture workflows to reflect the new default e‑delivery model and how investors can elect paper delivery or change their preferences.

What changed

• - Regulation E‑Delivery would formally replace the SEC’s decades‑old, purely guidance‑based approach to electronic delivery and establish a rule‑based framework that expressly permits e‑delivery to...
• Electronic delivery would become the default method of delivery, meaning firms could deliver required regulatory information electronically without first obtaining the investor’s affirmative consent,...
• The rule would preserve investor choice by requiring that investors and other recipients be able to request paper delivery at any time and continue receiving paper format upon request.
• The proposal would set out requirements and conditions for when e‑delivery is deemed compliant, including use of electronic addresses or other electronic methods reasonably designed to ensure receipt...
• The range of deliverable documents under Regulation E‑Delivery would be broad, covering prospectuses for funds and other issuers, fund annual and semi‑annual shareholder reports, proxy statements,...

Key dates

2026 (TBD)

- The Retail Fraud Working Group begins operating as an internal enforcement priority; the announcement does not specify a formal launch date or implementation timetable

13 May 2026

- SEC Enforcement Director David Woodcock publicly stated that the Retail Fraud Working Group would be reinstituted and that it would focus on protecting retail investors and strengthening coordination with state and federal partners

Suggested considerations

• Review retail-facing sales, disclosure, and supervision controls for gaps that could create exposure under SEC fraud theories.
• Reassess product approval, marketing review, and suitability procedures for offerings sold to individual investors.
• Test whether financial reporting, performance, and valuation disclosures could be challenged as misleading or incomplete.
• Strengthen surveillance for insider trading, market manipulation, and suspicious transaction patterns involving retail accounts.
• Reevaluate client-asset safeguarding, custody, and trade-allocation controls to prevent misuse or misappropriation.

What changed

• - The SEC is reinstating the Retail Fraud Working Group within the Division of Enforcement to concentrate resources on identifying and pursuing misconduct that disproportionately harms retail...
• The Working Group will support stronger coordination with state and federal enforcement partners, including improved information-sharing and joint efforts.
• The SEC’s enforcement priorities now explicitly include offering fraud, accounting and disclosure fraud, insider trading, market manipulation, fraud by foreign actors, and fiduciary breaches...
• The SEC is signaling that it will distinguish between honest mistakes and actual fraud, but will still assess whether errors caused investor harm and calibrate remedies accordingly.
• The initiative reinforces the SEC’s broader retail-investor focus, building on the earlier Retail Strategy Task Force and related retail-protection efforts.

Key dates

2026-06-11

SEC issued the proposed amendments to rescind Regulation NMS Rule 611 and Rule 610(e)

2026-08-17 Deadline

Public comment period closes according to contemporaneous SEC practitioner coverage of the proposal

Suggested considerations

• Compliance teams may wish to review whether routing, best-execution, and market access controls rely on the continued operation of Rule 611 protected quotation logic.
• Firms may wish to assess whether any surveillance, OMS/EMS configuration, or venue selection logic should be updated if trade-through and locked/crossed market protections are rescinded.
• Market participants may wish to monitor the SEC comment process and any conforming amendments that could affect execution quality metrics, routing obligations, and exchange rulebooks.

What changed

The SEC proposes to rescind Rule 611 of Regulation NMS, which currently prohibits trade-throughs in national market system stocks. It also proposes to rescind Rule 610(e), which restricts locking and crossing quotations in national market system stocks. The proposal would additionally remove related defined terms in Rule 600 and make conforming changes to related provisions.