# U.S. Securities and Exchange Commission > Briefs, arguments, decisions, and more. URL: https://www.frixlaw.com/law-library/documents/agency%3Asec%3A07468717f5d261fe ## Record - **Collection:** Agency decision - **Document type:** Agency decision ## Text U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 FREEDOM OF INFORMATION ACT (FOIA) Annual Report for Fiscal Year 2025 (October 1, 2024 through September 30, 2025) FOIA ANNUAL REPORT FOR 10/01/2024 THROUGH 09/30/2025 The following Annual Freedom of Information Act report covers the Period 10/01/2024 through 09/30/2025, as required by 5 U.S.C. 552. BASIC INFORMATION REGARDING REPORT 1. Questions concerning this report may be directed to: Ray McInerney Freedom of Information Act Officer U.S. Securities and Exchange Commission (SEC) 100 F Street, NE Washington, DC 20549 2. This report is available on the SEC’s Web site: http://www.sec.gov/foia/arfoia25.pdf. 3. To obtain a paper copy of this report, send a letter to the FOIA Officer at the address above or via email to foiapa@sec.gov. MAKING A FOIA REQUEST 1. Address of office that receives FOIA requests: The Commission’s FOIA Office is centralized. FOIA requests are considered received by the SEC only when they reach the Office of FOIA Services (see 17 CFR 200.80 (b)). Written requests should be submitted to the FOIA Officer at: SEC.gov National FOIA Portal E-mail: foiapa@sec.gov Fax: 202-772-9337 Mail: Office of FOIA Services, U.S. Securities and Exchange Commission 100 F Street, NE, Suite 2465 Washington, DC 20549 2. Description of why some requests are not granted: Many requests received by the SEC are for investigatory records, consumer complaints, and non-public correspondence. Some of these requests are denied because the records are related to on-going investigations (Exemption 7(A)), personal privacy (Exemptions 6 and 7(C)), and protected intra and inter-agency records (Exemption 5). The majority of FOIA requests to the Commission are from entities 1) providing investor-related services, such as due diligence and background checks on companies, 2) providing services that offer registration-related filings, and 3) seeking evidence of investigative proceedings. These requests often result in a finding of no records or “no information found” which is the most common disposition for requests to the Commission. 3. A link to the SEC’s FOIA regulations and Fee Schedule are available on the SEC’s Web site: https://www.sec.gov/foia-services/foia-reference-guide. ACRONYMS, DEFINITIONS, AND EXEMPTIONS 1. Provide any agency-specific acronyms or terms used in this Report. 2. Include the following definitions of terms used in this Report: a. Administrative Appeal - a request to a federal agency asking that it review at a higher administrative level a FOIA determination made by the agency at the initial request level. b. Average Number - the number obtained by dividing the sum of a group of numbers by the quantity of numbers in the group. For example, of 3, 7, and 14, the average number is 8. c. Backlog - the number of requests or administrative appeals that are pending at an agency at the end of the fiscal year that are beyond the statutory time period for a response. d. Component - for agencies that process requests on a decentralized basis, a "component" is an entity, also sometimes referred to as an Office, Division, Bureau, Center, or Directorate, within the agency that processes FOIA requests. The FOIA now requires that agencies include in their Annual FOIA Report data for both the agency overall and for each principal component of the agency. e. Consultation - the procedure whereby the agency responding to a FOIA request first forwards a record to another agency for its review because that other agency has an interest in the document. Once the agency in receipt of the consultation finishes its review of the record, it responds back to the agency that forwarded it. That agency, in turn, will then respond to the FOIA requester. f. Exemption 3 Statute - a federal statute that exempts information from disclosure and which the agency relies on to withhold information under subsection (b)(3) of the FOIA. g. FOIA Request - a FOIA request is generally a request to a federal agency for access to records concerning another person (i.e., a "third-party" request), or concerning an organization, or a particular topic of interest. FOIA requests also include requests made by requesters seeking records concerning themselves (i.e., "first-party" requests) when those requesters are not subject to the Privacy Act, such as non-U.S. citizens. Moreover, because all first-party requesters should be afforded the benefit of both the access provisions of the FOIA as well as those of the Privacy Act, FOIA requests also include any first-party requests where an agency determines that it must search beyond its Privacy Act "systems of records" or where a Privacy Act exemption applies, and the agency looks to FOIA to afford the greatest possible access. All requests which require the agency to utilize the FOIA in responding to the requester are included in this Report. Additionally, a FOIA request includes records referred to the agency for processing and direct response to the requester. It does not, however, include records for which the agency has received a consultation from another agency. (Consultations are reported separately in Section XII of this Report.) h. Full Grant - an agency decision to disclose all records in full in response to a FOIA request. i. Full Denial - an agency decision not to release any records in response to a FOIA request because the records are exempt in their entireties under one or more of the FOIA exemptions, or because of a procedural reason, such as when no records could be located. j. Median Number - the middle, not average, number. For example, of 3, 7, and 14, the median number is 7. k. Multi-Track Processing - a system in which simple requests requiring relatively minimal review are placed in one processing track and more voluminous and complex requests are placed in one or more other tracks. Requests granted expedited processing are placed in yet another track. Requests in each track are processed on a first in/first out basis. i. Expedited Processing - an agency will process a FOIA request on an expedited basis when a requester satisfies the requirements for expedited processing as set forth in the statute and in agency regulations. ii. Simple Request - a FOIA request that an agency using multi-track processing places in its fastest (non-expedited) track based on the low volume and/or simplicity of the records requested. iii. Complex Request - a FOIA request that an agency using multi-track processing places in a slower track based on the high volume and/or complexity of the records requested. l. Partial Grant/Partial Denial - in response to a FOIA request, an agency decision to disclose portions of the records and to withhold other portions that are exempt under the FOIA, or to otherwise deny a portion of the request for a procedural reason. m. Pending Request or Pending Administrative Appeal - a request or administrative appeal for which an agency has not taken final action in all respects. n. Perfected Request - a request for records which reasonably describes such records and is made in accordance with published rules stating the time, place, fees (if any) and procedures to be followed. 3. o. Processed Request or Processed Administrative Appeal - a request or administrative appeal for which an agency has taken final action in all respects. p. Range in Number of Days - the lowest and highest number of days to process requests or administrative appeals. q. Time Limits - the time period in the statute for an agency to respond to a FOIA request (ordinarily twenty working days from receipt of a perfected FOIA request). Include the following concise descriptions of the nine FOIA exemptions: a. Exemption 1: classified national defense and foreign relations information b. Exemption 2: internal agency rules and practices c. Exemption 3: information that is prohibited from disclosure by another federal law d. Exemption 4: trade secrets and other confidential business information e. Exemption 5: inter-agency or intra-agency communications that are protected by legal privileges f. Exemption 6: information involving matters of personal privacy g. Exemption 7: records or information compiled for law enforcement purposes, to the extent that the production of those records (A) could reasonably be expected to interfere with enforcement proceedings, (B) would deprive a person of a right to a fair trial or an impartial adjudication, (C) could reasonably be expected to constitute an unwarranted invasion of personal privacy, (D) could reasonably be expected to disclose the identity of a confidential source, (E) would disclose techniques and procedures for law enforcement investigations or prosecutions, or would disclose guidelines for law enforcement investigations or prosecutions, or (F) could reasonably be expected to endanger the life or physical safety of any individual h. Exemption 8: information relating to the supervision of financial institutions i. Exemption 9: geological information on wells IV. Exemption 3 Statutes Statute Type of Information Withheld Case Citation Total Number Number of of Times Times Agency / Relied Relied upon Component upon by Agency / by Component Agency Overall 15 U.S.C. § 78q(h)(5) Associated persons of broker-dealers, government securities brokers or dealers, or municipal securities dealers N/A SEC 41 U.S.C. § 2102 (amending 41 U.S.C. § 423(a)(1)) Contractor bid, proposal or source selection information Legal & Safety Emp. Rsch., Inc. v. U.S. Dep’t of the Army, No. Civ. S001748, 2001 WL 34098652, at *3-4 (E.D. Cal. May 4, 2001) (dictum). SEC 15 U.S.C. § 78x(d) Foreign Securities Authorities N/A SEC 15 U.S.C. § 78u-6 Information that could identify a whistleblower N/A SEC 5 U.S.C. § 407 (formerly at 5 U.S.C. app. 3 § 7(b)) Names of employees who provide information or complaints to the Inspector General N/A SEC 15 U.S.C. § 77f(e)(2) Certain information contained in or filed with a securities registration statement N/A SEC 15 U.S.C. § 7215(b)(5) Certain information prepared or received by or specifically for the Public Company Accounting Oversight Board (PCAOB) N/A SEC 18 U.S.C. § 208(d)(1) Providing that "a copy of any determination granting an exemption under subsection (b)(1) or (b)(3) [from application of penalties for acts affecting personal financial interests determined to constitute bribery, graft, or conflicts of interest] shall be made available to N/A SEC 3 3 3 3 4 4 9 9 3 3 39 39 1 1 1 1 the public," but exempting from this disclosure requirement "any information contained in the determination that would be exempt from disclosure under section 552 of title 5" V.A. FOIA REQUESTS -- RECEIVED, PROCESSED AND PENDING FOIA REQUESTS Number of Requests Pending as of Start of Fiscal Year Agency / Component Number of Requests Received in Fiscal Year Number of Requests Processed in Fiscal Year Number of Requests Pending as of End of Fiscal Year SEC 1,262 13,254 13,249 1,267 AGENCY OVERALL 1,262 13,254 13,249 1,267 V.B.(1). DISPOSITION OF FOIA REQUESTS -- ALL PROCESSED REQUESTS Number of Full Denials Based on Reasons Other than Exemptions Agency / Component Number of Full Grants Number of Partial Grants / Partial Denials SEC 3,344 708 735 6,238 53 872 3 56 185 343 712 0 13,249 AGENCY OVERALL 3,344 708 735 6,238 53 872 3 56 185 343 712 0 13,249 Number of Full Denials Based on Exemptions No Records All Records Referred to Another Component or Agency Request Withdrawn FeeRelated Reason Records not Reasonably Described Improper FOIA Request for Other Reason Not Agency Record Duplicate Request Other *Explain in Chart Below TOTAL V.B.(2). DISPOSITION OF FOIA REQUESTS -- "OTHER" REASONS FOR "FULL DENIALS BASED ON REASONS OTHER THAN EXEMPTIONS" Agency / Component SEC AGENCY OVERALL Description of "Other" Reasons for Denials from Chart B(1) N/A Number of Times "Other" Reason Was Relied Upon 0 TOTAL 0 0 V.B.(3). DISPOSITION OF FOIA REQUESTS -- NUMBER OF TIMES EXEMPTIONS APPLIED Ex. 1 Ex. 2 Ex. 3 Ex. 4 Ex. 5 Ex. 6 Ex. 7(A) Ex. 7(B) Ex. 7(C) Ex. 7(D) Ex. 7(E) Ex. 7(F) Ex. 8 Ex. 9 SEC 0 0 61 113 358 754 557 3 470 4 57 17 24 0 AGENCY OVERALL 0 0 61 113 358 754 557 3 470 4 57 17 24 0 Agency / Component VI.A. ADMINISTRATIVE APPEALS OF INITIAL DETERMINATIONS OF FOIA REQUESTS -- RECEIVED, PROCESSED, AND PENDING ADMINISTRATIVE APPEALS Number of Appeals Pending as of Start of Fiscal Year Agency / Component Number of Appeals Received in Fiscal Year Number of Appeals Processed in Fiscal Year Number of Appeals Pending as of End of Fiscal Year SEC 4 863 859 8 AGENCY OVERALL 4 863 859 8 VI.B. DISPOSITION OF ADMINISTRATIVE APPEALS -- ALL PROCESSED APPEALS Number Affirmed on Appeal Number Partially Affirmed & Partially Reversed/Remanded on Appeal Number Completely Reversed/Remanded on Appeal Number of Appeals Closed for Other Reasons SEC 534 95 159 71 859 AGENCY OVERALL 534 95 159 71 859 Agency / Component TOTAL VI.C.(1). REASONS FOR DENIAL ON APPEAL -- NUMBER OF TIMES EXEMPTIONS APPLIED Agency / Component Ex. 1 Ex. 2 Ex. 3 Ex. 4 Ex. 5 Ex. 6 Ex. 7(A) Ex. 7(B) Ex. 7(C) Ex. 7(D) Ex. 7(E) Ex. 7(F) SEC 0 0 2 9 120 23 288 0 25 0 2 AGENCY OVERALL 0 0 2 9 120 23 288 0 25 0 2 Ex. 8 Ex. 9 1 2 0 1 2 0 VI.C.(2). REASONS FOR DENIAL ON APPEAL -- REASONS OTHER THAN EXEMPTIONS Agency / Component Appeal Based Records Other Solely on Records Improper Duplicate Referred FeeNot Request Denial of *Explain No Request not Request Request at Initial Related Agency in in chart Request Reasonably for Other or Records Withdrawn Request Reason Record Litigation below for Described Reasons Appeal Level Expedited Processing SEC 0 1 16 0 0 3 0 3 0 0 48 AGENCY OVERALL 0 1 16 0 0 3 0 3 0 0 48 VI.C.(3). REASONS FOR DENIAL ON APPEAL -- "OTHER" REASONS Agency / Component SEC Description of "Other" Reasons for Denial on Appeal from Chart C(2) Number of Times "Other" Reason Was Relied Upon Moot 46 Untimely 2 AGENCY OVERALL TOTAL 48 48 VI.C.(4). RESPONSE TIME FOR ADMINISTRATIVE APPEALS Agency / Component Median Number of Days Average Number of Days Lowest Number of Days Highest Number of Days SEC 19 17.99 <1 48 AGENCY OVERALL 19 17.99 <1 48 VI.C.(5). TEN OLDEST PENDING ADMINISTRATIVE APPEALS 10th Oldest Appeal 9th 8th 7th 6th 5th 4th 3rd 2nd Oldest Appeal Date of Appeal N/A N/A 2025-09-30 2025-09-30 2025-09-26 2025-09-26 2025-09-24 2025-09-22 2025-09-22 2025-09-18 Number of Days Pending 0 0 0 0 2 2 4 6 6 8 Date of Appeal N/A N/A 2025-09-30 2025-09-30 2025-09-26 2025-09-26 2025-09-24 2025-09-22 2025-09-22 2025-09-18 Number of Days Pending 0 0 0 0 2 2 4 6 6 8 Agency / Component SEC AGENCY OVERALL VII.A. FOIA REQUESTS -- RESPONSE TIME FOR ALL PROCESSED PERFECTED REQUESTS SIMPLE Agency / Component COMPLEX EXPEDITED PROCESSING Median Number of Days Average Number of Days Lowest Number of Days Highest Number of Days Median Number of Days Average Number of Days Lowest Number of Days Highest Number of Days Median Number of Days Average Number of Days Lowest Number of Days Highest Number of Days SEC 4 5.86 <1 20 18 47.42 <1 963 N/A N/A N/A N/A AGENCY OVERALL 4 5.86 <1 20 18 47.42 <1 963 N/A N/A N/A N/A VII.B. PROCESSED REQUESTS -- RESPONSE TIME FOR PERFECTED REQUESTS IN WHICH INFORMATION WAS GRANTED SIMPLE Agency / Component COMPLEX EXPEDITED PROCESSING Median Average Lowest Highest Median Average Lowest Highest Median Average Lowest Highest Number Number Number Number Number Number Number Number Number Number Number Number of Days of Days of Days of Days of Days of Days of Days of Days of Days of Days of Days of Days SEC 5 6.1 <1 20 27 77.9 <1 963 N/A N/A N/A N/A AGENCY OVERALL 5 6.1 <1 20 27 77.9 <1 963 N/A N/A N/A N/A VII.C. PROCESSED SIMPLE REQUESTS -- RESPONSE TIME IN DAY INCREMENTS Agency / Component <1-20 Days 21-40 Days 41-60 Days 61-80 Days 81100 Days 101120 Days 121140 Days 141160 Days 161180 Days 181200 Days 201300 Days 301400 Days 401+ Days TOTAL SEC 6,638 0 0 0 0 0 0 0 0 0 0 0 0 6,638 AGENCY OVERALL 6,638 0 0 0 0 0 0 0 0 0 0 0 0 6,638 VII.C. PROCESSED COMPLEX REQUESTS -- RESPONSE TIME IN DAY INCREMENTS Agency / Component <1-20 Days 21-40 Days 41-60 Days 61-80 Days 81100 Days 101120 Days 121140 Days 141160 Days 161180 Days 181200 Days 201300 Days 301400 Days 401+ Days TOTAL SEC 3,417 1,241 462 279 189 153 107 70 70 52 154 64 112 6,370 AGENCY OVERALL 3,417 1,241 462 279 189 153 107 70 70 52 154 64 112 6,370 VII.C. PROCESSED REQUESTS GRANTED EXPEDITED PROCESSING -- RESPONSE TIME IN DAY INCREMENTS <1-20 Days 21-40 Days 41-60 Days 61-80 Days 81100 Days 101120 Days 121140 Days 141160 Days 161180 Days 181200 Days 201300 Days 301400 Days 401+ Days TOTAL SEC 0 0 0 0 0 0 0 0 0 0 0 0 0 0 AGENCY OVERALL 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Agency / Component VII.D. PENDING REQUESTS -- ALL PENDING PERFECTED REQUESTS SIMPLE Agency / Component COMPLEX Median Average Number of Number of Days Days Number Pending Number Pending EXPEDITED PROCESSING Median Average Number of Number of Days Days Median Average Number of Number of Days Days Number Pending SEC 3 0 0 1,264 23 57 0 N/A N/A AGENCY OVERALL 3 0 0 1,264 23 57 0 N/A N/A VII.E. PENDING REQUESTS -- TEN OLDEST PENDING PERFECTED REQUESTS 10th Oldest Request Agency / Component SEC AGENCY OVERALL 9th 8th 7th 6th 5th 4th 3rd 2nd Oldest Request Date of Receipt 2021-05-03 2021-04-08 2021-03-29 2021-03-29 2020-05-27 2019-12-18 2019-08-07 2019-07-17 2018-06-27 2017-07-07 Number of Days Pending 1,098 1,114 1,122 1,122 1,329 1,437 1,528 1,543 1,805 2,048 Date of Receipt 2021-05-03 2021-04-08 2021-03-29 2021-03-29 2020-05-27 2019-12-18 2019-08-07 2019-07-17 2018-06-27 2017-07-07 Number of Days Pending 1,098 1,114 1,122 1,122 1,329 1,437 1,528 1,543 1,805 2,048 VIII.A. REQUESTS FOR EXPEDITED PROCESSING Agency / Component Number Granted Number Denied Median Number of Days to Adjudicate Average Number of Days to Adjudicate Number Adjudicated Within Ten Calendar Days SEC 0 670 2 2.83 659 AGENCY OVERALL 0 670 2 2.83 659 VIII.B. Requests for Fee Waiver Agency / Component Number Granted Number Denied Median Number of Days to Adjudicate Average Number of Days to Adjudicate SEC 3 698 2 2.49 AGENCY OVERALL 3 698 2 2.49 IX. FOIA Personnel and Costs PERSONNEL COSTS Number of "FullTime FOIA Employees" Number of "Equivalent FullTime FOIA Employees" Total Number of "Full-Time FOIA Staff" Processing Costs LitigationRelated Costs Total Costs SEC 27 9.19 36.19 $13,184,027.00 $1,056,768.00 $14,240,795.00 AGENCY OVERALL 27 9.19 36.19 $13,184,027.00 $1,056,768.00 $14,240,795.00 Agency / Component X. Fees Collected for Processing Requests Agency / Component Total Amount of Fees Collected Percentage of Total Costs SEC $0.00 0.0000% AGENCY OVERALL $0.00 0.0000% XI.A. Number of Times Subsection (C) Used Agency / Component Number of Times Subsection Used SEC 33 AGENCY OVERALL 33 XI.B. Number of Subsection (A)(2) Postings Agency / Component Number of Records Posted by the FOIA Office Number of Records Posted by Program Offices SEC 74 877,002 AGENCY OVERALL 74 877,002 XII.A. Backlogs of FOIA Requests and Administrative Appeals Number of Backlogged Requests as of End of Fiscal Year Number of Backlogged Appeals as of End of Fiscal Year SEC 494 0 AGENCY OVERALL 494 0 Agency / Component XII.B. CONSULTATIONS ON FOIA REQUESTS -- RECEIVED, PROCESSED, AND PENDING CONSULTATIONS Number of Consultations Received from Other Agencies that were Pending at the Agency as of Start of the Fiscal Year Number of Consultations Received from Other Agencies During the Fiscal Year Number of Consultations Received from Other Agencies that were Processed by the Agency During the Fiscal Year Number of Consultations Received from Other Agencies that were Pending at the Agency as of End of the Fiscal Year SEC 1 10 10 1 AGENCY OVERALL 1 10 10 1 Agency / Component XII.C. CONSULTATIONS ON FOIA REQUESTS -- TEN OLDEST CONSULTATIONS RECEIVED FROM OTHER AGENCIES AND PENDING AT THE AGENCY Agency / Component SEC AGENCY OVERALL 10th Oldest Consultation 9th 8th 7th 6th 5th 4th 3rd 2nd Oldest Consultation Date N/A N/A N/A N/A N/A N/A N/A N/A N/A 2025-06-30 Number of Days 0 0 0 0 0 0 0 0 0 64 Date N/A N/A N/A N/A N/A N/A N/A N/A N/A 2025-06-30 Number of Days 0 0 0 0 0 0 0 0 0 64 XII.D.(1). COMPARISON OF NUMBERS OF REQUESTS FROM PREVIOUS AND CURRENT ANNUAL REPORT -- REQUESTS RECEIVED AND PROCESSED NUMBER OF REQUESTS RECEIVED NUMBER OF REQUESTS PROCESSED Number Received During Fiscal Year from Last Year's Annual Report Number Received During Fiscal Year from Current Annual Report SEC 10,811 13,254 10,985 13,249 AGENCY OVERALL 10,811 13,254 10,985 13,249 Agency / Component Number Processed During Number Processed During Fiscal Year from Last Fiscal Year from Current Year's Annual Report Annual Report XII.D.(2). COMPARISON OF NUMBERS OF REQUESTS FROM PREVIOUS AND CURRENT ANNUAL REPORT -- BACKLOGGED REQUESTS Number of Backlogged Requests as of End of the Fiscal Year from Previous Annual Report Number of Backlogged Requests as of End of the Fiscal Year from Current Annual Report SEC 475 494 AGENCY OVERALL 475 494 Agency / Component XII.E.(1). COMPARISON OF NUMBERS OF ADMINISTRATIVE APPEALS FROM PREVIOUS AND CURRENT ANNUAL REPORT -- APPEALS RECEIVED AND PROCESSED NUMBER OF APPEALS RECEIVED NUMBER OF APPEALS PROCESSED Number Received During Fiscal Year from Last Year's Annual Report Number Received During Fiscal Year from Current Annual Report SEC 598 863 597 859 AGENCY OVERALL 598 863 597 859 Agency / Component Number Processed During Number Processed During Fiscal Year from Last Fiscal Year from Current Year's Annual Report Annual Report XII.E.(2). COMPARISON OF NUMBERS OF ADMINISTRATIVE APPEALS FROM PREVIOUS AND CURRENT ANNUAL REPORT -- BACKLOGGED APPEALS Agency / Component Number of Backlogged Appeals as of End of the Fiscal Year from Previous Annual Report Number of Backlogged Appeals as of End of the Fiscal Year from Current Annual Report SEC 0 0 AGENCY OVERALL 0 0 --- Source: Frix Law Library, https://www.frixlaw.com/law-library/documents/agency%3Asec%3A07468717f5d261fe. Public record. Not legal advice.