SEC eases Section 16(a) deadlines
The SEC granted temporary relief on Section 16(a) filing deadlines for directors and officers of foreign private issuers affected by the Iran conflict and EDGAR disruptions. Boards with international listings should note the change to reporting timetables and confirm controls for cross‑border disclosures. (jdsupra.com 1) (jdsupra.com 2)
On March 13, 2026 the SEC Division of Corporation Finance staff issued a no‑action letter giving directors and officers of foreign private issuers organized and headquartered in Israel or other jurisdictions in the region directly affected by the Iran conflict until April 20, 2026 to comply with the new Section 16(a) insider‑reporting requirements. (whitecase.com) Congress’s Holding Foreign Insiders Accountable Act (HFIAA) took effect March 18, 2026, expanding Section 16(a) reporting to directors and officers of foreign private issuers after the SEC adopted final rules on February 27, 2026. (alston.com) The staff updated HFIAA FAQs on March 13 to provide conditional no‑action relief for filers who submitted a completed Form ID and required documents before March 18 but had not received EDGAR access by that date, allowing late Section 16(a) filings after access is granted but no later than April 1, 2026. (orrick.com) The FAQs make the EDGAR‑delay relief contingent on (1) timely submission of Form ID before March 18, 2026, (2) lack of EDGAR access as of March 18, and (3) filing within the April 1, 2026 cure window after access is obtained. (orrick.com) The March 13 no‑action letter followed a March 5 SEC exemptive order and counsel requests (including one filed by Skadden) seeking targeted relief for FPIs in the Middle East, reflecting coordinated industry filings and law‑firm advocacy. (skadden.com) Legal alerts from firms including White & Case, Orrick and Gibson Dunn note the staff relief is temporary and narrowly tailored to the Iran‑conflict geography and EDGAR access delays, and they recommend tracking the April 1 and April 20 procedural cutoffs established in the staff guidance. (whitecase.com)
