SEC plans rule updates to ease crypto issuer reporting

The Securities and Exchange Commission intends to update long-standing securities rules to reduce compliance burdens and expand filing guidance for companies with crypto exposure, Division of Corporation Finance Director Jim Moloney told the agency’s Material Matters podcast on May 12.

Moloney outlined work on disclosure simplification, a review of Regulation S-K, clarification of proxy and climate-related rules, and increased staff engagement with issuers. He identified crypto-related issues on the division’s agenda, including custody of digital assets, token activity, bitcoin holdings on corporate balance sheets, cybersecurity and accounting treatment.

Addressing participants on the podcast, Moloney said regulatory frameworks developed decades ago need reassessment and added: “We simply can’t sit still and assume that what was developed 50 years ago, 80 years ago, still holds true today,” and urged regulators to “let the free markets be free.”

The division has resumed publishing staff responses to recurring questions from market participants, a change intended to give companies clearer guidance before they file registration statements or public disclosures. Greater visibility into staff feedback could affect how miners, companies holding substantial bitcoin and trading platforms structure filings and disclose material risks to investors.

Moloney also raised the possibility of allowing some issuers to file semiannual reports instead of quarterly reports. Under that approach, companies would be expected to use Form 8-K filings, earnings calls and other investor updates to report material developments between periodic reports. The division did not provide a timeline for any rule changes.

Chair Paul Atkins pressed for a more receptive approach from staff on issuer questions during the discussion. Atkins told Moloney on the podcast: “One thing that we’ve talked about with respect to your division is being more receptive to questions from issuers and other people.” Commissioner Hester Peirce noted regulators still lack a clear framework for spot crypto market structure, keeping digital assets on the agency’s active agenda.

The Division of Corporation Finance reviews corporate filings and offers interpretive advice to help companies meet disclosure obligations. Regulation S-K sets nonfinancial disclosure requirements in registration statements and periodic reports. Form 8-K is used to disclose material events between periodic reports. The SEC launched the Material Matters podcast earlier this spring to explain regulatory priorities and internal initiatives, and the May 12 episode continued the agency’s recent focus on digital assets.