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SEC rule amendments to require electronic submission of Form 144 filings and “glossy” annual reports
SEC Update
24 June 2022
The SEC recently adopted rule amendments that will require registrants and other persons to file or otherwise submit electronically via EDGAR a variety of documents that previously could be submitted in either electronic or paper format. The amendments will have their most significant impact on the filing of Form 144 notices of sales of securities of reporting companies and the submission of “glossy” annual reports to security holders, most of which are currently filed or submitted in paper format. Many filers already submit electronically the other documents for which the option to submit in paper format will no longer be available.
Many of the documents covered by the amendments – including the glossy annual report – will not be subject to mandatory electronic submission until six months after the effectiveness of the amendments. Form 144 notices will become subject to mandatory electronic filing after a longer transition period that will extend well into 2023.
The amendments also will require, after a three-year transition period, the use of the Inline XBRL structured data language for annual financial statements and other financial information contained in annual reports of employee benefit plans filed on Form 11-K under the Exchange Act.
The amendments will be effective on July 11, 2022. The SEC’s adopting release (No. 33-11070) can be accessed here.
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Authored by Alan Dye (co-editor), Richard Parrino (co-editor), and Nicholas Hoover.
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