On July 16, 2026, the Securities and Exchange Commission ("SEC") proposed Regulation E-Delivery. This proposal establishes a new framework for electronic delivery of information required under the federal securities laws. Under the current regime, required regulatory information is typically delivered in paper format unless a recipient affirmatively opts in to electronic delivery. The Proposal would reverse this default, setting out requirements and conditions under which issuers, market intermediaries, and others could deliver required information electronically without first obtaining affirmative investor consent, while preserving investors' ability to request paper delivery.

The Proposal would supersede the Commission's existing, guidance-based approach to electronic delivery and exempt the more narrow statutory consent requirement in section 101(c) of the E-SIGN Act.

The proposed rule turns on three defined terms:

• Covered entity means any person required to deliver covered information to a covered recipient. The release illustrates this with examples it anticipates as primary users, including issuers in registered and exempt securities offerings, registered investment companies, broker-dealers, transfer agents, and investment advisers, but the operative definition itself carries no registration qualifier.
• Covered information means any information a covered entity is required to deliver to a covered recipient under the Securities Act, the Exchange Act, the Trust Indenture Act, the Investment Company Act, the Advisers Act, or other federal securities laws, excluding Regulation Crowdfunding, rule 15c2-11, and the security-based swap trade acknowledgment rule.
• Covered recipient means any current or prospective customer, client, investor, security holder, or counterparty to whom a covered entity must deliver covered information.

The release specifically identifies Form ADV Part 2 brochures, marketing rule and testimonial disclosures, agency cross-transaction disclosures, and custody rule account statement notices as covered information for registered investment advisers. This is the category of investor-facing disclosure alternative asset managers deliver most often, and it would move from the current opt-in, guidance-based standard to a default e-delivery standard with an opt-out right.

Using the exemptive authority in section 104(d)(1) of the E-SIGN Act, the SEC proposes to exempt covered information from E-SIGN's consumer consent requirements entirely. For managers with natural-person investors, this removes the separate E-SIGN consent and disclosure process many currently layer on top of subscription documentation, which the release itself identifies as a significant source of compliance burden.

The Commission stated that the Proposal is expected to generate cost savings for issuers, market intermediaries, and investors by reducing paper, printing, and postage expenses associated with regulatory delivery requirements.

For investors and others currently receiving regulatory information in paper format, the Proposal includes a transition process. Recipients set to transition to e-delivery would receive two paper notices informing them of the upcoming change and their ability to opt out of electronic delivery.

The public comment period will remain open for 60 days following publication of the proposing release in the Federal Register. Please contact Sarah Gaynor, [email protected], with any questions regarding the Regulation E-Delivery Proposal.