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VideoSEC Proposes Optional Semiannual Reporting for Public Companies: What CFOs and Audit Committees Should Know
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On May 5, 2026, the U.S. Securities and Exchange Commission voted to propose amendments that would give public companies the option to file semiannual reports in lieu of quarterly reports. For C-suite executives, CFOs and audit committee members accustomed to the quarterly 10-Q cycle, the headlines may feel significant. They are worth watching, but this is the beginning of a process, not the end of one.
Proposed Shift from Quarterly to Semiannual Reporting
Under current rules, public companies subject to Exchange Act Sections 13(a) or 15(d) must file three quarterly reports on Form 10-Q each year, in addition to an annual report on Form 10-K. The proposed amendments would allow companies to elect a different path: filing a single semiannual report on a newly created Form 10-S, covering the first six months of their fiscal year, followed by their annual report for the full year.
This is entirely optional. Companies that prefer to continue quarterly reporting may do so.
Filing deadlines for Form 10-S would be 40 or 45 days after the close of the first semiannual period, depending on filer status. This is comparable to existing 10-Q deadlines. The proposal would also amend Regulation S-X, which governs financial statement requirements in periodic reports, to reflect the new structure and simplify certain existing requirements.
Importantly, the proposal would not affect the frequency of earnings calls or earnings releases. Those have always been company-determined, and that would not change.
Why the SEC Is Revisiting Reporting Requirements
SEC Chairman Paul S. Atkins described the proposal as part of his broader agenda to incentivize companies to go and stay public. In his statement accompanying the release, Chairman Atkins noted that the rigidity of existing rules has prevented companies and their investors from determining the interim reporting frequency that best serves their needs. He characterized this proposal as the first step in a larger, comprehensive effort to review and reshape the SEC’s ongoing reporting framework for public companies.
Chairman Atkins also signaled that additional proposals are expected over the coming months, including potential revisions to Regulation S-K, the central repository for nonfinancial disclosure requirements and related accounting standards guidance.
The Long Road from Proposal to Adoption
A proposed rule is exactly that: a proposal. Under the Administrative Procedure Act, federal agencies like the SEC must follow a structured rulemaking process before any proposed change becomes enforceable law. For public company executives and board members, understanding that process is essential in deciding how to respond.
Step 1: Publication and comment period
The proposing release will be published in the Federal Register, at which point a formal comment period opens. For this proposal, the comment period will remain open for 60 days following Federal Register publication. During that window, any member of the public — companies, investors, trade associations, auditors, academics and individual citizens — may submit written comments to the SEC. Those comments are posted publicly on the SEC’s website. SEC staff reads every submission, and substantive comments can meaningfully influence both whether and how a rule is ultimately adopted.
Step 2: Staff review and commission deliberation
After the comment period closes, SEC staff reviews the record and prepares analysis for the Commission. This phase can take months, and sometimes considerably longer for complex or contested rules. Staff may recommend proceeding with the rule as proposed, incorporating modifications in response to comments or reconsidering the proposal altogether.
Step 3: Final rule adoption (if any)
If the Commission votes to adopt a final rule, it issues an adopting release that explains how the final rule differs from the proposal and why. The new rule then becomes part of the official SEC regulations and takes effect on a specified compliance date, often with a transition period.
What does not always happen is adoption. A meaningful number of proposed rules across administrations and subject matter are significantly revised, substantially delayed or never finalized at all. Changes in Commission composition or administration priorities, unexpected complexity surfaced during the comment period, industry opposition, legal challenges or competing regulatory priorities can all slow or derail the process. Rules that generate high volumes of comments often take longer to finalize. Some proposals have remained open for years; others were quietly withdrawn.
For context, this proposal is accompanied by a full proposing release, an economic analysis and a fact sheet. These are signals that the Commission has done substantive preliminary work. Chairman Atkins has expressed clear intent to move forward with a broader public company reporting reform agenda, but intent and adoption are different things, and companies should plan accordingly.
What This Means for Public Companies Today
No action is required today. The proposal is not yet a rule, and quarterly reporting obligations remain fully in effect. That said, this is a good opportunity for finance leaders and audit committees to begin thinking about the strategic and operational implications of optional semiannual reporting should it be adopted.
Companies with investor bases that value frequent disclosure, those in highly dynamic industries or those that rely on quarterly reporting as an internal management discipline may find little reason to change their cadence even if the option becomes available. Others, particularly smaller reporting companies that bear significant compliance costs relative to their size, may see material benefits in reducing the annual filing burden from four reports to two.
Weaver’s public company practice group is monitoring this proposal and all related regulatory developments closely. We will provide updates as the comment period progresses and as the SEC advances the broader reporting reform agenda Chairman Atkins has outlined. If you have questions about how this proposal may affect your reporting obligations or your company’s approach to SEC disclosure, contact us.
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