⏳SEC Grants Temporary Exemption for Rule 13f-2 and Form SHO
The SEC is hitting pause on the compliance deadlines for Rule 13f-2 and Form SHO, giving institutional investors a bit more breathing room until February 2026.
Key Points
- •📅 Mark Your Calendars: New Form SHO filings now due by February 17, 2026
- •🗓️ Effective Date: Rule 13f-2 and Form SHO were initially effective from January 2, 2024
- •⏰ Deadline Extended: Original compliance date moved from February 14, 2025, to February 17, 2026
- •💼 Who's Affected: Institutional investment managers meeting specific thresholds
- •📊 Transparency Goals: Aimed at improving the accuracy and completeness of short sale-related data
📜 The Exemption Explained
The Securities and Exchange Commission (SEC) recently announced a temporary exemption from compliance with Rule 13f-2 under the Securities Exchange Act and from reporting on Form SHO. This means that institutional investment managers who meet certain thresholds now have until February 17, 2026, to file their initial Form SHO reports for the January 2026 reporting period. Originally, the compliance date was set for February 14, 2025.
Why the change? The SEC aims to give filers more time to implement the technical updates required for compliance. Mark Uyeda, SEC Acting Chairman, emphasized the importance of accurate, complete, and helpful data for the market. "This exemption gives filers more time to implement the technical updates required for compliance according to standards that were released only on Dec. 16, 2024, immediately prior to the holidays," Uyeda stated.
🔍 What Rule 13f-2 and Form SHO Entail
Rule 13f-2 requires institutional investment managers meeting certain thresholds to file Form SHO within 14 days after the end of each calendar month. This form, submitted via the SEC’s EDGAR system, details equity securities holdings. The Commission will then publish aggregated data on these securities, enhancing market transparency.
Transparency is essential to well-functioning markets. The SEC has underscored the importance of providing more disclosure about short selling. Enhanced accuracy of short sale-related data is crucial, and the additional time aims to ensure this.
🛠️ The Road Ahead
This exemption is designed to give industry participants sufficient time to work with SEC staff to resolve any operational and compliance questions. It's also aimed at allowing filers adequate time to complete necessary system builds and testing. While the temporary exemption provides some breathing room, the SEC remains committed to combating illegal activities like abusive naked short selling.
It’s important to note: Even with this exemption, manipulative short selling practices remain unlawful and will be targeted by the SEC’s regulatory tools.