SEC Plan Would Let Companies Drop Quarterly Reports

The proposal would create a new Form 10-S and let issuers choose one semiannual report plus an annual report instead of three quarterly 10-Q filings.

Washington, D.C. - The Securities and Exchange Commission proposed a rule Tuesday that would let U.S. public companies replace three quarterly Form 10-Q filings with one semiannual Form 10-S, according to SEC Press Release 2026-42.

The proposed rule would not end quarterly reporting for every issuer. It would give companies subject to Exchange Act Section 13(a) or 15(d) the option to keep the current quarterly cadence or elect the new semiannual framework, according to the SEC's May 5 proposing release, Semiannual Reporting, Release Nos. 33-11414; 34-105368; 39-2563; IC-36140; File No. S7-2026-15.

The fight is over a basic tradeoff in public markets. Companies could spend less time and money producing standardized interim reports. Investors would receive fewer mandatory, standardized financial updates from companies that choose the new cadence.

The Story So Far

Public companies now file three quarterly reports on Form 10-Q and one annual report on Form 10-K each fiscal year, according to the SEC. The 10-Q system gives shareholders a recurring package of financial statements and management disclosure between annual reports.

The SEC said the proposal would create Form 10-S for companies that elect semiannual reporting. Those companies would file one semiannual report and one annual report for each fiscal year instead of three quarterly reports and one annual report.

Commissioner Hester M. Peirce said in a May 5 statement that periodic reporting has changed several times since the federal securities laws were adopted. Annual reports began after the Securities Act and Exchange Act, semiannual reports arrived in 1955, and the current quarterly reporting framework appeared 15 years later, Peirce said.

What's Happening Now

The proposed Form 10-S deadline would be 40 or 45 days after the end of the first semiannual period, depending on the company's filer status, according to SEC Press Release 2026-42. The agency said the amendments also would revise Regulation S-X, which governs financial statement requirements for periodic reports, registration statements, and proxy statements.

SEC Chairman Paul S. Atkins tied the proposal to his public-market agenda. Atkins said in his statement that the agency's current rules have been too rigid for companies and investors deciding how often interim reports should be filed.

The SEC said the comment period will remain open until 60 days after the proposing release is published in the Federal Register. As of the May 5 SEC release, publication was still forthcoming.

The proposal also points beyond filing frequency. Atkins said SEC staff is exploring possible Regulation S-K amendments, which would affect nonfinancial disclosure requirements that sit outside the financial statements.

The Conservative View

Supporters of the proposal frame it as a deregulatory change meant to make public-company status less costly. Atkins said the proposal is part of his effort to encourage companies to go public and stay public.

"This proposal is part of my Make IPOs Great Again agenda that is aimed at incentivizing companies to go and stay public." - Paul S. Atkins, SEC chairman, May 5, 2026

Atkins said companies deciding whether to report quarterly or semiannually could weigh preparation costs, management time, investor expectations, cost of capital, business stage, business model, earnings calls, Form 8-K disclosure, and research coverage. That list matters because it shows the SEC is not treating reporting frequency as a narrow paperwork issue.

Peirce supported the proposal and said reporting burden may be one reason companies avoid the public markets. She also said companies may keep quarterly reports if their investors demand them or if peer-company practice makes quarterly disclosure the better choice.

The Progressive View

Investor-protection advocates are likely to focus on the information gap created when mandatory standardized disclosure moves from quarterly to semiannual. CFA Institute said in a 2019 issue brief that companies with listed securities should publish financial information quarterly.

"Timely and accurate financial information is the lifeblood of financial markets." - CFA Institute, Impact of Quarterly Reporting, October 29, 2019

CFA Institute said quarterly reporting creates a more level playing field between insiders and outside investors. It also said standardized formats help investors compare companies within and across industries, assess liquidity risks, and make investment decisions throughout the year.

That argument does not depend on saying investors have a mood. The mechanism is simpler: Form 10-Q gives investors a standardized update three times a year; Form 10-S would give electing companies one mandatory standardized interim report.

Other Perspectives

Issuer-side commenters may argue that voluntary earnings releases, earnings calls, and Form 8-K reports can fill part of the gap between annual reports. Atkins noted that the proposal would not affect the frequency of earnings calls or earnings releases, which companies decide for themselves.

Accounting and legal advisers may focus on whether fewer mandatory filings reduce review cycles for audit committees, outside counsel, and finance teams. Analysts may focus on comparability if one company in a sector keeps quarterly reporting while another moves to semiannual reports.

Peirce raised a third path: reducing the burden inside Form 10-Q rather than changing the number of required reports.

"Accordingly, an approach that focuses on slimming down the Form 10-Q, instead of or in addition to making it optional, could be helpful." - Hester M. Peirce, SEC commissioner, May 5, 2026

Economic Implications

The compliance-cost channel is direct. A company that elects semiannual reporting would prepare one standardized interim report instead of three, which could mean fewer legal reviews, fewer accounting close packages, fewer disclosure-committee cycles, and less management time spent on quarter-end filings.

The investor-information channel cuts the other way. If a company provides fewer mandatory standardized updates, investors may demand more voluntary disclosure, apply a valuation discount, or require a higher expected return to compensate for less frequent comparable data. Atkins explicitly named potential cost-of-capital effects as a factor companies may consider.

The IPO channel is harder to measure at the proposal stage. Atkins said the rule is designed to help companies go and stay public, but the SEC has not adopted a final rule and has not shown that semiannual reporting alone would increase U.S. listings. The concrete mechanism is optionality: public companies would be able to choose a disclosure cadence closer to private-company flexibility while remaining inside the SEC reporting system.

By the Numbers

• 3 quarterly Form 10-Q reports are required each fiscal year under the current framework, according to the SEC.
• 1 semiannual Form 10-S would replace those three quarterly reports for electing companies, according to the proposed rule.
• 40 or 45 days would be the Form 10-S filing deadline after the first semiannual period, depending on filer status, according to SEC Press Release 2026-42.
• 60 days after Federal Register publication is the public-comment window, according to the SEC.
• 1955 was the year semiannual reports arrived in the SEC reporting framework, according to Peirce's May 5 statement.

What People Are Saying

"The Securities and Exchange Commission today proposed rule and form amendments that would give public companies the option of filing semiannual reports in lieu of quarterly reports to meet their interim reporting obligations under the federal securities laws." - SEC Press Release 2026-42, May 5, 2026

"Today's proposed amendments, if ultimately adopted, would provide companies with increased regulatory flexibility in this regard." - Paul S. Atkins, SEC chairman, May 5, 2026

"I am pleased to support this proposal and look forward to feedback from investors, issuers, and other interested parties." - Hester M. Peirce, SEC commissioner, May 5, 2026

"Quarterly reporting of financial information creates a more level playing field for access to financial information between insiders and outside investors and shareowners." - CFA Institute, Impact of Quarterly Reporting, October 29, 2019

The Big Picture

The SEC has not changed the filing system yet. The agency has proposed a rule, opened the next step for public comment, and asked issuers, investors, auditors, lawyers, analysts, and other market participants to test the consequences before adoption.

The next markers are Federal Register publication, comment letters from issuer groups and investor advocates, and any later Regulation S-K proposal from SEC staff. If adopted, the rule would make reporting cadence a company choice rather than a uniform quarterly mandate for U.S. public companies.