May 9, 2026
As a former SEC attorney who served in the Division of Enforcement and the Office of General Counsel, I write in my personal capacity to oppose the Commission's proposed amendments to allow companies to file semiannual, rather than quarterly, reports. Our securities markets are based on disclosure of material information on a timely basis, thereby seeking to enhance market integrity and investor protection. This proposal materially impedes these objectives. It seems as if the Commission will adopt these proposals in its deregulatory mode of focus. If it elects to do so, the very least that should be effectuated is the amendment of the Form 8-K to include additional important developments that must be timely disclosed. For example, current Form 8-K does not require the prompt disclosure of the loss of a material contract. With semi-annual reporting, this important fact will not reach investors until at least six months after the loss of such contract. This is clearly unacceptable. I draw your attention please to my award-winning Oxford University Press book Rethinking Securities Law (2021) (awarded Winner best law book of 2021 by the American Book Fest Awards). In undertaking this mode of deregulation, it is incumbent upon the SEC to act as a responsible regulator. In that regard, the minimum that the Commission should undertake is to amend the Form 8-K to help ensure that material information is not embargoed for an unduly long period of time, redounding to the detriment of the U.S. securities markets, financial intermediaries, and investors. Thank you for your consideration. Sincerely, Marc I. Steinberg Radford Chair in Law and Professor of Law SMU Dedman School of Law Dallas TX 75205