Electronic Delivery of Information Under

FACT SHEET

Electronic Delivery of Information Under

the Federal Securities Laws

On July 16, 2026, the Securities and Exchange Commission proposed Regulation E-Delivery, a

new rule that would:

•

Expand the ability of issuers, market intermediaries, and others to use electronic

delivery to satisfy requirements to deliver required regulatory information under the

federal securities laws.

•

Provide requirements and conditions for delivering regulatory information electronically

to investors and others without first obtaining their affirmative consent.

•

Generally supersede the Commission’s decades-old, guidance-based e-delivery

approach.

To facilitate this new e-delivery approach, the Commission also proposed to:

•

Rescind Rule 30e-3 under the Investment Company Act of 1940 (which provides

alternative means for registered investment companies to satisfy shareholder report

transmission requirements).

•

Amend current rules addressing the dissemination of proxy materials and tender offer

materials.

Background

Currently, many required regulatory disclosures and reports under the federal securities laws are

delivered in paper format, unless the person with a right to receive these disclosures and reports

affirmatively elects otherwise. Reg E-Delivery, if adopted, would be the Commission’s primary

rule addressing e-delivery. It would generally supersede the Commission’s current guidancebased e-delivery framework and would permit e-delivery as the default method of delivery to

investors, clients, and others subject to certain conditions.

The Commission’s new e-delivery approach is designed to address concerns that issuers, market

intermediaries and, ultimately, investors and other recipients of information under the federal

securities laws may be bearing unnecessary costs and expenses associated with a default

delivery method that no longer reflects the preference of most investors. Further, e-delivery offers

the opportunity to provide recipients of required disclosures and reports with potentially more

personalized, interactive, timely, and efficient experiences with disclosure than paper delivery. It

also provides accessibility and retention benefits. The proposal builds on the Commission’s

decades-old e-delivery guidance as well as the Commission’s understanding about investors’ use

of and preferences for electronic media, including through recently conducted investor testing

surveys.

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FACT SHEET | Electronic Delivery of Information Under the Federal Securities Laws

Highlights of the Proposing Release

Proposed Reg E-Delivery includes the following key elements:

•

Reg E-Delivery would address the e-delivery of “covered information” by “covered entities”

to “covered recipients.” Covered information, in general, would be defined as any

information required to be delivered to a covered recipient under the federal securities

laws. Covered entities would include any person that has an obligation to deliver covered

information to a covered recipient under the federal securities laws, such as issuers,

investment advisers, and broker-dealers. Covered recipients would include any current or

prospective customer, client, investor, security holder, counterparty, or similar recipient of

information.

•

Reg E-Delivery would permit, but not require, covered entities to use e-delivery as the

default method of delivery for covered information, subject to certain conditions.

•

A covered entity could rely on Reg E-Delivery to satisfy its delivery obligations where: (1)

the covered recipient has provided an electronic address; (2) the covered entity has

provided a prominent disclosure to the covered recipient that it will send covered

information to the electronic address provided; and (3) the covered recipient has not

opted out of e-delivery. Reg E-Delivery also would include general requirements for the

method, timing, and ability to opt out of e-delivery, the ability to receive a paper version of

covered information free of charge upon request, as well as requirements for websites on

which covered information is available.

•

Reg E-Delivery would provide for two permissible methods of e-delivery. For covered

information that does not include personal financial information (PFI), a covered entity

could electronically deliver covered information directly to a covered recipient’s electronic

address. For covered information that includes PFI, a covered entity would be required to

deliver a statement of availability of covered information to the covered recipient’s

electronic address (e.g., an email with a link to the website address where the covered

recipient can access the transmitted information). A covered entity also would be

permitted to use this e-delivery method for covered information that does not include PFI.

•

Reg E-Delivery would include a special transition process for covered recipients who, at

the time of the rule’s effectiveness, are currently receiving any covered information in

paper format, where the covered entity wishes to transition these covered recipients to

default e-delivery under the rule. Under this process, these covered recipients would

receive two paper notices if they would be transitioned to e-delivery under the rule, which

would provide information about the upcoming transition and the ability to opt out of edelivery.

Application of the E-SIGN Act

To the extent that any covered information delivered under Reg E-Delivery otherwise would have

been subject to the consumer consent requirements of the Electronic Signatures in Global and

National Commerce Act, Public Law 106-229 (114 Stat. 464) (2000) (the “E-SIGN Act”), the

proposal would exempt such covered information from these requirements.

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FACT SHEET | Electronic Delivery of Information Under the Federal Securities Laws

Treatment of Current Commission Guidance

Reg E-Delivery, if adopted as proposed, generally would supersede the Commission’s current

approach in its e-delivery guidance, with certain principles from the Commission’s current edelivery guidance reaffirmed in any release adopting Reg E-Delivery.

Other Amendments

The proposal also would amend current rules to facilitate Reg E-Delivery:

•

The proposal would rescind Rule 30e-3 under the Investment Company Act of 1940

(which provides alternative means for registered investment companies to satisfy

shareholder report transmission requirements).

•

The proposal would amend certain rules addressing the dissemination of proxy materials

and tender offer materials in Regulations 14A and 14C and Rule 14d-5 under the

Securities Exchange Act of 1934.

What’s Next?

The public comment period will remain open for 60 days after the Federal Register

publication date.

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