According to Paul Atkins (above), the Trump administration-appointed chairman of the Securities and Exchange Commission (SEC), the data required for US-listed company filings outside financial statements can be overly broad. Spanning human capital resources, regulatory compliance and changes to previously disclosed business strategies, these demands may need slimming, he thinks, to ‘avoid compelling the disclosure of immaterial information’. The SEC has requested comments on the issue by 13 April 2026.
Established in 1982, the SEC’s Regulation S-K repository holds increasingly vast amounts of data. In a January speech, Atkins argued that the sheer volume might hinder succinct analysis. ‘That repository has grown from the size of a gym locker to the size of an artificial intelligence datacentre,’ he said. ‘The myriad requirements of Regulation S-K do not always reflect information that a reasonable investor would consider important in making an investment or voting decision. In other words, Regulation S-K currently elicits both material and a plethora of undisputably immaterial information.’
‘There will be disclosure-streamlining opportunities’
Untypical
But what information is valuable and what should be ignored when assessing a company’s overall health? The SEC review is supposed to help find out.
However, in ‘a departure from typical practice’, as San Francisco-based law firm Gunderson Dettmer puts it, commentators are not being asked to respond to a detailed consultation document. The firm contrasts the move with a 2016 Regulation S-K reform effort release, which posed 340 detailed numbered questions.
Instead, this time the SEC ‘simply invites broad recommendations on how to amend Regulation S-K through an explicit financial materiality lens’, the law firm points out. While this gives commenters greater flexibility, it also requires them to identify priority reform areas independently, ‘potentially resulting in less comprehensive coverage of discrete disclosure items’.
As of 16 March, just 14 formal comments have been received. They included proposals from the US Chamber of Commerce, which favours a significantly slimmer set of disclosures. It opposes the conflict minerals filings introduced under the Dodd-Frank Act, for example, which it claims made mining-focused violence worse ‘while failing to provide investors with any type of decision-useful information’. It also opposes the introduction of the SEC’s proposed (and currently shelved) 2024 climate disclosure rule, which it argues would yield ‘forward-looking, speculative disclosures about the risks of climate change’.
In its comments on the new consultation, EY stresses that Atkins is trying to stem a ‘declining number of public companies’ through ‘an emphasis on the need for streamlined disclosures grounded in materiality and reduced complexity in financial reporting’.
Other major accounting networks, including PwC, KPMG, Deloitte, BDO and Grant Thornton, have – as of 11 May – yet to comment on Regulation S-K, including responses to questions from AB magazine.
‘Length and complexity dilute the usefulness of current pay disclosures’
Executive pay
The review follows a narrower SEC assessment staged in May 2025 on S-K requirements to disclose information on executive compensation. SEC officials are now preparing reform recommendations.
Their proposals should come ahead of the more general changes foreseen in the latest broader review and are expected to reduce reporting requirements. Stacie Aarestad, a partner at Boston-based law firm Foley Hoag, says: ‘The feedback to date highlights that length and complexity dilute the usefulness of current pay disclosures, reinforcing the case for simplification and clarity.’
The US National Association of Manufacturers, for example, recommends limiting declared pay data to a public company’s two most important executives. This would replace the current insistence on detailed disclosure on the cash, equity incentives and other compensation earned by CEOs, CFOs and the next three-highest paid executives.
‘Investors should be able to make their own choice on relevant information’
Investor concerns
In the meantime, though, calls for slimmer declarations have already been countered by arguments that filing comprehensive information boosts market transparency, and that electronic analysis methods can sift relevant information from a mass of data. One review commenter, James George, ‘an investigator and investor’, argues that materiality is in the eye of the beholder.
George says that investors both small or large ‘should be able to make their own choice on what information is relevant to their review’ as investors, and that additional information offers protection for the unwary. ‘Should not take those guardrails down, by limiting the record available now,’ he warns.
Indeed, Auditchain, which provides an AI/blockchain-based infrastructure for regulatory disclosure automation, proposes extending machine-readable XBRL requirements from Regulation S-X financial statements to Regulation S-K non-financial disclosures. This, it argues, ‘is the most effective mechanism for addressing the “avalanche of immaterial information” that chairman Atkins has identified’. Structured data ‘enables investors to programmatically filter, compare and analyse disclosures – directly addressing the concern articulated in TSC Industries Inc v Northway Inc’.
It could mean considering relevance rather than just releasing data
But change may be likely. Emily Gauthier, an associate at US law firm Jones Walker, predicts there will be ‘disclosure-streamlining opportunities’, with proposals likely to ‘pare back certain Regulation S-K items and reduce duplicative narrative disclosure’.
That said, a ‘materiality-first disclosure posture’ could mean accountants and finance departments will need to consider and record decisions on why something is or is not disclosed, rather than just releasing data, as at present. ‘If certain Regulation S-K items are refocused on materiality, companies may want to tighten documentation and controls around their materiality disclosure judgments,’ Gauthier adds.
But ultimately, this review, according to law firm Arnold & Porter, is a ‘rare opportunity’ for accountants and other capital market participants ‘to suggest to the SEC reform of disclosure requirements that they find burdensome’.
