In light of ongoing health and safety concerns related to coronavirus (COVID-19), the Division of Corporation Finance is providing a temporary secure file transfer process for the submission of supplemental materials pursuant to Securities Act Rule 418 and Exchange Act Rule 12b-4 and information subject to Rule 83 confidential treatment requests.[1,2]

• Supplemental Materials

  Securities Act Rule 418 and Exchange Act Rule 12b-4 permit the Commission or its staff to request certain supplemental materials. The secure file transfer process allows for electronic submission to the Division of supplemental materials submitted pursuant to Rules 418 and 12b-4 during this temporary accommodation, including supplemental materials subject to a Rule 83 confidential treatment request.

• Rule 83 Confidential Treatment Requests

  The Commission's Rule 83 provides a procedure by which persons submitting information may request confidential treatment for portions of that information where no other confidential treatment process applies. Information subject to a Rule 83 confidential treatment request must be, to the extent practicable, submitted separately from information for which confidential treatment is not requested, appropriately marked as confidential, and accompanied by a separate written request in paper format for confidential treatment. Although Rule 83 requires that confidential treatment requests be submitted in paper format, the rule also permits the designation of alternative procedures.[3] The secure file transfer process allows for electronic submission to the Division of Rule 83 requests for confidential treatment together with the confidential information during this temporary accommodation. A copy of the request for confidential treatment (but not the confidential information itself) must also be submitted to the Commission’s Office of FOIA Services.[4]

The Division will retain information received through the secure file transfer process in accordance with the appropriate records retention schedules. The Division will not retain supplemental information subject to Rule 418 or Rule 12b-4 received through the secure file transfer process after the materials have been reviewed.

Persons and entities wishing to submit supplemental information or information subject to a Rule 83 confidential treatment request should contact the staff member associated with the related matter to request the initiation of a secure file transfer.[5] Do not send supplemental information or information subject to a Rule 83 confidential treatment request through email.

Submitters may continue to send supplemental materials and information subject to a Rule 83 confidential treatment request to the SEC mailroom. There will, however, be delays in the processing of such documents.