On September 4th, newly appointed SEC Chairman Paul Atkins released a statement on the agency’s Unified Agenda of Regulatory and Deregulatory Actions, marking a transformative start to 2025. With leadership changes, regulatory rollbacks, and evolving enforcement and disclosure priorities, Chairman Atkins emphasized the Commission’s “renewed focus on supporting innovation, capital formation, market efficiency, and investor protection.”

Leadership and Policy Realignment

Paul Atkins was sworn in as SEC Chair in April 2025, ushering in a deregulatory shift. In the time since, there have been a number of notable changes, including a 15% reduction in SEC staff, driven by voluntary buyouts and a federal hiring freeze, affecting the commission’s rulemaking and enforcement capacity.

There has also been a regulatory freeze, which halted all non-final rulemaking, resulting in the withdrawal of 14 proposed rules—including those related to ESG and climate disclosures. The withdrawal of these proposed rules aligned with the SEC’s decision to cease defending its 2023 climate disclosure rules in court, effectively pausing their implementation.

In the same time period, the SEC has issued new guidance relating to shareholder proposals,which implement stricter standards for excluding ESG-related proposals. The SEC has also issued guidance relating to crypto regulation, with a newly formed Crypto Task Force, led by Commissioner Hester Peirce, that aims to clarify how federal securities laws apply to crypto assets and to recommend practical policies that foster innovation while protecting investors.

In addition to the focus on crypto regulation, the SEC launched the Cyber and Emerging Technologies Unit (CETU) to address blockchain-related fraud, social media-drive market manipulation, and cyber threats targeting retain investors.

Despite the reduced staffing and policy adjustments, enforcement remains active, with the SEC conducting at least 200 enforcement actionsin Q1 FY2025, including 118 standalone cases. The focus of these enforcement actions was varied, across misleading AI-related disclosures, financial misstatements, and bribery and fraud targeting retain investors. The SEC continues to reward self-reporting and remediation efforts, as it has in the past.

Taken together, these moves underscore a decisive shift in the SEC’s priorities—away from expansive rulemaking and ESG oversight, and toward leaner operations, clearer crypto regulation, and heightened attention to emerging technological risks.

Proposed Changes to the Foreign Private Issuer (FPI) Definition

In June 2025, the SEC released a concept paper seeking public input on potential revisions to the FPI definition. Currently, FPIs benefit from several regulatory accommodations, including reduced reporting obligations, exemptions from proxy rules and Section 16, the use of IFRS instead of U.S. GAAP, and flexibility in corporate governance.

However, SEC data shows that over 55% of FPIs are now traded almost exclusively in the U.S., with many incorporated in jurisdictions with limited oversight (e.g., Cayman Islands). Several proposals were made to address this, such as lowering the U.S. shareholder threshold in the “Shareholder Test,” revising the “Business Contacts Test” to reflect more modern financial structures, adding a foreign trading volume requirement, requiring listing on a major foreign exchange, mandating incorporation in jurisdictions with robust oversight, and establishing mutual recognition or international cooperation frameworks.

If adopted, these changes could significantly reduce the number of companies qualifying as FPIs and increase compliance burdens for affected issuers.

SEC Comment Letter Trends

In its latest review cycle, the SEC’s Division of Corporation Finance issued more than 1,370 comment letters, zeroing in on a familiar set of issues. Non-GAAP financial measures remain at the top of the priority list, with the SEC pushing back on adjustments they view as misleading, and reminding companies to provide clear reconciliations.

Management Discussion & Analysis (MD&A) disclosures are also drawing attention, especially around liquidity, results of operations, and critical accounting estimates. Segment reporting has come under the spotlight following new FASB guidance, while revenue recognition continues to raise questions about performance obligations and consistency with ASC 606. Goodwill and intangibles are another recurring theme, with the SEC looking for early-warning signals and monitoring how companies approach impairment triggers.

Other areas of focus include business combinations, where the staff is probing purchase price allocations and key assumptions, as well as fair value and inventory, particularly the valuation techniques and cost allocation methods used. Internal controls over financial reporting are being tested, with examiners asking for more detail on effectiveness assessments and remediation efforts.

At the same time, new trends are starting to emerge in comment letter activity. Disclosures around artificial intelligence are facing fresh scrutiny, with the SEC looking closely at how companies describe their use of AI and the risks that come with it. Cybersecurity continues to be a priority, following the rollout of new incident reporting requirements.

Tax disclosures are also getting more attention, particularly compliance with ASC 740 and how companies account for uncertain tax positions. And as inflation and rising interest rates continue to weigh on the markets, the SEC is increasingly expecting companies to address these macroeconomic risks in their MD&A and risk factor sections.

Final Thoughts

The SEC in 2025 reflects a complex balancing act: deregulation in some areas, such as ESG-related requirements, and aggressive enforcement in others, particularly around technology, with a growing focus on emerging risks like AI and cybersecurity. The proposed narrowing of the FPI definition signals a potential shift toward leveling the regulatory playing field between domestic and foreign issuers.

For public companies, staying ahead means not only complying with current rules but also anticipating where the SEC’s attention will turn next.