Recently, I blogged about “What the SEC’s Shutdown Means for You.” I didn’t address how the shutdown impacts the onboarding of EDGAR Next – but now that the shutdown has dragged on for two weeks, we can report on some personal experiences here at Cooley.
The SEC’s shutdown plan on pages 12-13 notes that “The Commission’s EDGAR system is operated pursuant to a contract and thus will remain fully functional as long as funding for the contractor remains available through permitted means. SEC personnel will be able to process requests for EDGAR access codes and password resets and answer questions about fee-bearing EDGAR filings and other emergency questions regarding EDGAR submissions. However, the Divisions of Corporation Finance, Investment Management, Trading and Markets, and Examinations will be unable to process filings, provide interpretive advice, issue no-action letters or conduct any other normal Division and Office activities.” Note this shutdown plan is very much pre-EDGAR Next – for example, passwords (and password resets) went away on September 15th.
As you’ll recall, effective September 15th, all filings are now required to be submitted through the SEC’s updated filing system, “EDGAR Next.” As we’ve blogged a number of times (here’s the latest), the biggest impact of this change is getting Section 16 insiders enrolled for this new filing system.
Hopefully, most Section 16 insiders have already enrolled with EDGAR Next – but if someone hasn’t, it’s still not too late as existing filers may continue to enroll until 10 pm eastern on Friday, December 19th.
We’ve fielded a few questions from Section 16 insiders who recently filed a Form ID to enroll with EDGAR Next. Our experience is that it has taken the SEC’s EDGAR staff at least 8 business days to process those forms – and sometimes it has taken significantly longer. And that was before the shutdown. It’s possible that an insider may have to wait considerably longer than 8 business days – and if the funding runs out for the SEC’s EDGAR contractor, it may be much longer depending on how long this shutdown lasts. Thanks to Cooley’s Luci Altman for her help with this one!
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