Statement Summary
SEC Chairman announces comprehensive initiatives to revitalize U.S. public markets by reducing regulatory barriers and incentivizing companies to go public earlier. Key actions include:
- Clarifying that mandatory arbitration provisions in securities are permissible;
- Allowing semiannual reporting instead of quarterly;
- Expanding shelf registration access to 60% more companies;
- Broadening auditor attestation exemptions to 81% of public companies.
The SEC is also modernizing IPO processes, simplifying gun-jumping rules, and exploring alternative paths to going public like direct listings. The speech emphasizes returning to first principles of investor protection, market efficiency, and capital formation, with public comments invited through July 27, 2026.
Original Statement
Good afternoon, ladies and gentlemen. It is a pleasure to join you here today. And thank you, Bobby [Bartlett], for your generous introduction. Of course, I should also like to extend my thanks to the Stanford Rock Center for Corporate Governance for the opportunity to discuss our ongoing work at the SEC—work that I know touches the professional lives of many in this room.
To the business leaders and market participants who have joined us, thank you. I am grateful for your presence, and I trust that the reflections that I intend to share today will prove both insightful and meaningful to your work. But before I do, I must note the customary disclaimer that the views I express here are my own as Chairman, and not necessarily those of the SEC as an institution or of the other Commissioners.
Revitalizing Public Markets
Over the past year, we have moved decisively on our agenda to return to first principles across every dimension of the SEC’s mandate—namely, to protect investors; maintain fair, orderly, and efficient markets; and facilitate capital formation. Fundamental to fulfilling this mandate—especially to protect investors and promote capital formation—is expanding the number of publicly listed companies. Accordingly, one of the most ambitious aspects of my policy agenda as Chairman is to incentivize more companies to go public and stay public—or, as I have often put it, to Make IPOs Great Again.
Vibrant public and private markets can and should co-exist—they are not mutually exclusive. However, the strength of the U.S. markets over the past ninety years has primarily powered the innovation of our entrepreneurs, the prosperity of our workers, and the economic growth of our nation. Public markets function as the anchor of American capital formation because they forge liquidity, transparency, price discovery, and accountability in a way that private markets cannot fully replicate.
As a result, public markets also provide meaningful investment opportunities for millions of Americans. More than a corporate milestone, every IPO is an invitation for workers and savers to share in the prosperity of the next generation of American enterprise. When more companies become public, especially earlier in their life cycle, all investors—not just a select few with access to the private markets—can participate in and benefit from the growth in their value.
Addressing Regulatory Barriers
Shortly after I left the SEC as a staff member in the mid-1990s, more than 7,800 companies were listed on the U.S. securities exchanges. When I returned as Chairman a year ago, that number had fallen by roughly 40 percent. Today, companies tend not to go public, if at all, until after their Series D or E round of private fundraising, whereas thirty years ago, an IPO would be the equivalent of today’s Series B or C.
Revitalizing our public markets means dismantling the barriers that drove companies away in the first place. Overly burdensome SEC rules may not be the sole reason for this decline—but where regulatory frictions are a determinant of it, the agency is moving intently to remove them.
Recent Initiatives
Some of you may recall that last September, the Commission issued a policy statement regarding companies’ inclusion of mandatory arbitration provisions in their governing documents. These provisions require shareholders to arbitrate their claims against the company that arise under the federal securities laws. Prior to our statement, the SEC staff, with the apparent support of agency leadership, told companies on an ad hoc basis that including such a provision would prevent their registered offering from proceeding or substantially delay it. Those days of unwritten, consequential policies are over.
Our formal Commission policy statement reversed this shadow position and clarified that, based on Supreme Court precedent, mandatory arbitration provisions are not inconsistent with the federal securities laws. This decision reaffirms that the SEC is not a merit regulator and must operate within its mandate as a disclosure agency—including with respect to a company’s chosen method of resolving disputes with its shareholders.
In that same spirit, the Commission earlier this month proposed amendments that, if adopted, would provide public companies with the option of filing one semiannual report each year, in lieu of three quarterly reports. Removing the SEC’s thumb from the scale, as we proposed, affords companies regulatory flexibility based on their industry, business model, and investor expectations.
Just last week, the Commission issued two additional proposals that, if adopted, would build upon legislative and regulatory concepts that have proven successful in the past, and which aim to extend that success to more companies in the future—particularly small and mid-sized companies, creating further incentive to go and stay public.
Future Directions
The Commission staff is well underway in developing recommendations for proposed changes to rationalize, simplify, and modernize the SEC’s public company disclosure requirements, including with respect to executive compensation. Guided by materiality as our north star, I would like to see the Commission’s disclosure regime reflect the minimum effective dose of regulation necessary to elicit information that is material to a reasonable investor, without requiring information that is indisputably immaterial.
Of course, the incentives for going public are only as effective as the process that companies must navigate to capitalize on them. With that in mind, I have asked the Commission staff to prepare recommendations to modernize the IPO process itself.
I routinely hear from companies and their advisors that one of the challenges of the IPO process is navigating the communication—or gun-jumping—rules under the Securities Act of 1933. In light of this, I would like to see any rulemaking in this area include considerable reforms to these rules.
Modernizing the IPO process also invites a broader reassessment of the methods by which companies become public. IPOs conducted through a firm commitment underwriting offer many benefits and have been, and likely will remain, the dominant path for companies intending to go public—but they are by no means the only one.
For the public market debut of companies offering the next generation of products and services, the “traditional” IPO process may, in some respects, still be stuck in the prior generation. So I call on founders, executives, investors, bankers, lawyers, and others to boldly innovate and remain open to alternative methods of taking a company public.
Invitation for Comments
Beginning today, the SEC will accept written comments, and I encourage you to submit yours by July 27, though we will still consider comments received after that date. All ideas are most welcome. I have just one request—that you be bold and creative. And as you share your ideas, you have my word that we are listening.
Members of the public who wish to provide their views on ways to improve the SEC’s communication or other rules related to IPOs, or how the agency can remove roadblocks to methods of going public unrelated to a “traditional” IPO, may submit comments electronically or on paper. Please submit comments using one method only. Information that we receive will be posted on the SEC’s website without change.
All submissions should refer to File Number CLL-16, and the file number should be included on the subject line if email is used. Please submit your comments as soon as possible and by no later than July 27, 2026.
Thank you for your time and attention today. I now look forward to our discussion.
