Better Markets says a missing “s” in the SEC’s listed comment address may have kept public feedback off the record for a May 5 proposal to replace quarterly filings with twice-yearly reports.
The SEC’s push to let public companies report financial results twice a year instead of quarterly has run into a procedural dispute over where the public was told to send comments. Better Markets told the commission that the semiannual reporting proposal listed rule-comment@sec.gov, while the SEC’s standard instructions page and most rule proposals since at least 2019 use rule-comments@sec.gov, raising concerns that some submissions may not have been posted to the public record. The nonprofit said the error may have denied some people the chance to weigh in on a major change to corporate disclosure practices. The SEC disputed that characterization, saying both email addresses are valid and that it is still working through a large volume of responses. The issue matters because the Administrative Procedure Act, or APA (U.S. law governing agency rulemaking), requires agencies to consider and respond to significant public comments when writing final rules, a process that often becomes central in court challenges. The proposal, issued May 5 and published in the Federal Register on May 7, would allow companies to file a new semiannual report on Form 10-S and an annual report instead of three quarterly 10-Qs and one 10-K. SEC Chairman Paul Atkins said quarterly reporting rigidity has prevented companies and investors from deciding the right reporting frequency for themselves. Posted comments so far appear heavily negative, with Better Markets chief policy officer Amanda Fischer saying its review suggests roughly 99% oppose the change. She also said the SEC has posted that it received more than 66,000 comments, while she believes the true total could be as high as 200,000. Better Markets wants the SEC to correct the Federal Register record, reopen the proposal as it did for 11 rules and one request for comment after a 2021-2022 technological error, and warn the public that some comments may not have gone through. Fischer said that unless it is clear all comments were received, processed and read, the agency could face difficulty defending any final rule under the APA if challenged.