On December 3, the SEC officially delayed the compliance date of Rule 13F-2 and the related Form SHO reporting requirements until January 2028. This rule generally requires monthly reporting of certain short sale activity and short positions held by investment managers with more than $100 million in equity positions.
Rule 13F-2, which was originally adopted by the SEC in October 2023, took effect in January 2025, with the first Form SHO filing deadline scheduled for February 2025.
However, on February 7, 2025—just seven days prior to the initial filing deadline—the SEC delayed the initial filing requirement by one year, moving it to February 17, 2026.
Further, on August 25, 2025, in response to a petition filed by industry groups, the U.S. Court of Appeals for the Fifth Circuit remanded Rule 13F-2 (as well as a related rule pertaining to securities lending) back to the SEC. The remand was intended to allow the agency to further consider and qualify the economic impact of these rules, consistent with the Court’s opinion.
While the rule was not formally vacated at that time, many industry observers expected the SEC to ultimately delay its implementation. This announcement does just that.
Takeaway
This delay was widely expected by the industry and aligns with the regulatory approach adopted by new SEC Chair Paul Atkins with respect to rulemaking and reporting requirements that were originally implemented under the leadership of his predecessor, Gary Gensler.