On April 17, 2025, the Securities and Exchange Commission (SEC) extended the expiration date of a no-action statement (Compliance Statement) regarding compliance with reporting rules for security-based swap data repositories (SDRs) to November 5, 2029.1
Since 2021, SEC regulations have required that market participants report information about their security-based swap (SBS) transactions to SDRs pursuant to Regulation SBSR—Reporting and Dissemination of Security-Based Swap Information (Regulation SBSR) under the Securities Exchange Act of 1934 (Exchange Act).2 The SEC also adopted related rules for SDRs that, among other things, govern: (1) the procedures for registration as an SDR; (2) Form SDR requirements; and (3) the duties and core principles applicable to an SDR (SDR Rules).3 The SEC set forth a compliance schedule for aspects of Regulation SBSR and the SDR Rules (collectively, the SBS Reporting Rules), with the first compliance date on November 8, 2021.
Around the same time as the SEC’s adoption of the SBS Reporting Rules, the Commodity Futures Trading Commission (CFTC) was also in the process of amending its swap reporting rules. In light of this, the SEC took into consideration the time and costs that may be incurred by SDRs and swap market participants to implement aspects of the SBS Reporting Rules that have no analog in, or are not wholly consistent with, the CFTC’s swap reporting rules. Based on these considerations and the SEC’s efforts to harmonize the SBS Reporting Rules with the CFTC’s swap reporting rules, the SEC issued the Compliance Statement in 2019, which afforded no-action relief related to compliance with the SBS Reporting Rules.4 According to the Compliance Statement, if registered SDRs and their participants follow the CFTC’s swap reporting rules and apply those rules to SBS reporting, there will not be a basis for an SEC enforcement action with respect to certain provisions of the SBS Reporting Rules that differ from the CFTC’s swap reporting rules. The Compliance Statement was scheduled to expire on November 8, 2025.
The SEC is now extending the relief afforded under the Compliance Statement by moving the expiration date to November 5, 2029. Since the SEC issued the Compliance Statement in 2019, the CFTC has revised its swap reporting rules and the CFTC Technical Specification. The SEC noted that it needs additional time to determine whether changes to the SBS Reporting Rules would be appropriate to further harmonize the SBS Reporting Rules with the revised CFTC’s swap reporting rules. In addition, the SEC has explained that the safe harbor is still appropriate while it continues to be mindful of the time and costs that may be incurred by SDRs and swap market participants as they implement aspects of the SBS Reporting Rules that have no analog in, or are not wholly consistent with, the CFTC’s swap reporting rules.
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1 Regulation SBSR (Reporting and Dissemination of Security-Based Swap Information) and Security-Based Swap Data Repository Rules; Extension, 90 Fed. Reg. 17225 (Apr. 17, 2025), available at https://www.govinfo.gov/content/pkg/FR-2025-04-24/pdf/2025-06920.pdf.
2 See Regulation SBSR—Reporting and Dissemination of Security-Based Swap Information, 80 Fed. Reg. 14564 (Feb. 11, 2015); Regulation SBSR—Reporting and Dissemination of Security-Based Swap Information, 81 Fed. Reg. 53546 (Aug. 12, 2016).
3 See Security-Based Swap Data Repository Registration, Duties, and Core Principles, 80 Fed. Reg. 14438 (Mar. 19, 2015).
4 The Compliance Statement formed part of the SEC’s Cross-Border Application of Certain Security-Based Swap Requirements, 85 Fed. Reg. 6346-6349 (Feb. 4, 2020).
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