The Securities and Exchange Commission (SEC) has proposed amendments that would allow public companies to opt for semiannual reporting instead of the traditional quarterly reports. This initiative aims to provide companies with greater flexibility in their reporting obligations while maintaining transparency for investors. Here are four key takeaways from the SEC’s proposal:
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Optional Semiannual Reporting Framework
Under the proposed amendments, public companies subject to the reporting requirements of Sections 13(a) and 15(d) of the Securities Exchange Act of 1934 can elect to file a semiannual report on a new Form 10-S, replacing the current quarterly reports on Form 10-Q. This change would result in companies filing one semiannual report and one annual report each fiscal year, instead of three quarterly reports and one annual report. The SEC emphasizes that this flexibility allows companies to choose the interim reporting frequency that best serves their business needs and investors. ([sec.gov](https://www.sec.gov/newsroom/press-releases/2026-42-sec-proposes-amendments-permit-optional-semiannual-reporting-public-companies?utm_source=openai))
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Election Process and Timing
Companies wishing to adopt semiannual reporting would make an annual election by checking a box on the cover page of their Form 10-K for the prior fiscal year. This election would apply for the entire fiscal year and could not be changed mid-year. For instance, a company filing its 2027 Form 10-K in March 2028 could elect to file semiannual reports for the year 2028. The SEC has proposed limited relief to allow companies to correct inadvertent check-box errors through a timely Form 10-K/A filing. ([bakermckenzie.com](https://www.bakermckenzie.com/en/insight/publications/2026/05/united-states-sec-proposes-optional-semiannual-reporting?utm_source=openai))
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Introduction of Form 10-S
The new Form 10-S would require substantially the same narrative disclosures, financial statements, exhibits, and officer certifications currently mandated by Form 10-Q, but covering a six-month period rather than a fiscal quarter. Financial statements included in Form 10-S would be prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP), reviewed by an independent auditor (but not audited), and tagged in Inline XBRL. Filing deadlines would mirror existing Form 10-Q deadlines—40 days for large accelerated and accelerated filers and 45 days for all other filers. ([bakermckenzie.com](https://www.bakermckenzie.com/en/insight/publications/2026/05/united-states-sec-proposes-optional-semiannual-reporting?utm_source=openai))
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Amendments to Regulation S-X
To facilitate the optional semiannual reporting framework, the SEC proposes amendments to Regulation S-X, which governs the financial statement requirements for periodic reports, registration statements, and proxy statements. These amendments aim to modernize and simplify the rules regarding the age of financial statements and ensure that financial statements included in registration statements and proxy materials of semiannual filers are not deemed stale under rules historically built around quarterly reporting. ([bakermckenzie.com](https://www.bakermckenzie.com/en/insight/publications/2026/05/united-states-sec-proposes-optional-semiannual-reporting?utm_source=openai))
The SEC’s proposal reflects a broader effort to provide regulatory flexibility and reduce compliance burdens for public companies, while ensuring that investors continue to receive timely and material information. Companies considering this option should evaluate factors such as investor expectations, potential effects on cost of capital, and the nature of their business model to determine the reporting frequency that best aligns with their needs. ([sec.gov](https://www.sec.gov/newsroom/speeches-statements/atkins-statement-proposing-release-semiannual-reporting-050526?utm_source=openai))