Highlights
Institutional investment managers covered by Rule 13f-2 monthly short reporting requirements now have an extra year to get ready
The SEC’s exemptive order pushes back the initial Form SHO filing deadline from Feb. 14, 2025, to Feb. 17, 2026
The extension gives managers time to digest the Form SHO technical specs and may be an opportunity for the SEC to answer questions about form’s reporting scope
Institutional investment managers who were preparing to file their initial Form SHO on Feb. 14, 2025, have been granted a one-year reprieve.
On Feb. 7, the Securities and Exchange Commission (SEC) announced a temporary exemption from compliance with Rule 13f-2 under the Securities Exchange Act and its associated Form SHO reporting requirement. Originally, a manager’s initial Form SHO was due on Feb. 14, 2025, and would have covered the January 2025 monthly reporting period. Now, the initial Form SHO will be due on Feb. 17, 2026, and will cover the January 2026 monthly reporting period.
Rule 13f-2 requires institutional investment managers that meet or exceed specified short position thresholds with regard to certain equity securities to file Form SHO with the SEC. That filing is due within 14 calendar days after the end of each calendar month.
The one-year compliance exemption is responsive to several industry groups’ requests for more time to become operationally and technologically prepared for Form SHO reporting. In particular, the SEC exemptive order recognizes that commencing reporting in February 2025 as originally planned would not have given managers much time to digest the SEC’s recent Form SHO XML technical specifications and EDGAR Filer Manual updates, which were published only in mid-December 2024.
It remains to be seen whether the SEC will use the compliance interim to provide clarity on the numerous Form SHO interpretive issues raised by market participants to date, including questions about the intended range of equity securities subject to reporting.
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