On 16 July 2026, the Securities and Exchange Commission proposed Rule on Regulation E-Delivery.1 The rule would expand the ability of issuers, broker-dealers, investment advisers and others to satisfy delivery requirements under the Federal securities laws electronically. It inverts the current default. Required regulatory information is today delivered in paper unless the recipient affirmatively elects otherwise. Under the proposal, covered entities could make e-delivery the default, without first obtaining affirmative consent, subject to conditions.2 Recipients keep the right to opt out at any time and to receive paper on request, free of charge. The rule would generally supersede the Commission's decades-old, guidance-based e-delivery framework.3 It would be codified at 17 CFR 303.100 to 303.104, with two operative provisions: section 303.102, setting the e-delivery methods and conditions, and section 303.104, the transition rule for recipients currently receiving paper. The comment period runs 60 days from Federal Register publication under File No. S7-2026-25.
“In an age of artificial intelligence and blockchain technology, a default to paper delivery should be a relic, not a standard” — SEC Chairman Paul S. Atkins, 16 July 2026
Chairman Atkins framed the proposal as allowing the industry to “harness technology for the benefit of everyday American investors” and as a stride toward a regulatory framework suitable for the modern era, a stated pillar of his agenda. The proposal was jointly developed by the Divisions of Investment Management, Corporation Finance, and Trading and Markets, with the Division of Economic and Risk Analysis, a breadth of authorship that signals its intended reach across every category of the Commission's regulated entities.
From thirty years of guidance to a rule
Since 1995 the Commission has governed e-delivery through interpretive guidance rather than rule text, organised around three factors: notice, access and evidence of delivery.4 The evidence-of-delivery factor is what entrenched paper. The guidance treated informed consent as the reliable way to evidence electronic delivery, so issuers and intermediaries defaulted to paper unless the recipient opted in. Regulation E-Delivery removes that hinge. Compliance with the rule's conditions would itself constitute satisfaction of the delivery obligation, giving covered entities safe-harbour certainty the guidance never quite supplied. If adopted, the rule would supersede the 1995 and 1996 guidance in their entirety, with certain principles reaffirmed in the adopting release, while the majority of the 2000 guidance would be retained.5
The general conditions and the opt-out architecture
Whether or not an entity defaults recipients to e-delivery, reliance on the rule requires three things: the covered recipient has provided an electronic address;6 the entity has given prominent disclosure that it will send covered information to that address; and the recipient has not opted out. Around that core sits a consumer-protection lattice delivered with every item: a prominent statement explaining how to obtain a paper copy on request, how to opt out of e-delivery for all or a subset of covered information, and how to update one's electronic address, each free of charge, with a website through which all three can be done. Timing is unchanged: electronic delivery must occur no later than the date the information is required to be delivered under the securities laws. And entities must adopt written policies and procedures to identify and remediate failed e-delivery, detecting invalid or inoperable addresses through bounce-backs or other means, and reverting to paper until a working address is obtained.
Two delivery methods, split by personal financial information
The rule's most consequential design choice is a two-track delivery architecture keyed to personal financial information.7 Covered information that contains no PFI may be delivered directly to the electronic address, attached to or in the body of an email. Covered information that includes PFI may not be delivered directly. It must instead be delivered by a statement of availability: a message containing a website address that requires a process reasonably designed to safeguard the PFI and that leads the recipient directly to the information immediately after completing that process.8 The statement must identify the information, briefly describe it, and flag whether action is required within a fixed timeframe to exercise rights. Where the statement-of-availability method is used, the rule sets minimum requirements for how long the information stays on the website and the format of its presentation. The practical consequence: account statements, trade confirmations and other personalised documents move to a secured, authenticated web channel, while prospectuses and proxy statements can travel in the email itself.
The transition machinery for paper recipients
Section 303.104 governs the population that matters politically: investors receiving paper today. An entity wishing to move them to default e-delivery must send a paper initial notice at least 180 days before the transition and a paper follow-up notice 30 days before it.9 The notices must identify the electronic address to be used, and prominently describe the free opt-out, the free paper-copy right and the address-update process. No transition notices are needed for recipients already on full e-delivery, and no entity is compelled to transition anyone; reliance on the rule is voluntary throughout. The Commission proposes an effective date 60 days after Federal Register publication of any final rule, followed by a two-year interim period during which entities may rely on either the old guidance or the new rule, before the 1995 and 1996 guidance is rescinded.10 A tiered timeline for smaller entities was considered and rejected as unworkable; the two-year runway is the accommodation instead. The voluntariness has a horizon: once the guidance is rescinded, Regulation E-Delivery becomes the only assured route to satisfying delivery obligations electronically.
Scope, and the ecosystem amendments
Covered information spans the delivery obligations of the Federal securities laws: fund prospectuses, annual and semi-annual shareholder reports and rule 19a-1 notices; issuer prospectuses, annual reports, proxy and information statements, tender offer and solicitation materials and offering circulars; bondholders' lists and Trust Indenture Act reports; broker-dealer trade confirmations, Form CRS and Regulation S-AM disclosures; and adviser Form ADV Part 2 brochures, marketing disclosures and custody rule notices. The list is expressly non-exhaustive and the covered entity definition is drafted to remain evergreen.11 The proposal also clears surrounding underbrush: rule 30e-3 under the Investment Company Act would be rescinded,12 rules in Regulations 14A and 14C and rule 14d-5 would be amended for consistency, covered information would be exempted from the E-SIGN Act's consumer consent requirements,13 and the Trust Indenture Act's “by mail” anachronism is brought within the framework for the first time.
Assessment
First, the proposal inverts consent architecture rather than merely permitting technology. The burden moves from the firm proving opt-in to the investor exercising opt-out, with the protective machinery, free paper, free opt-out, paper notices, failed-delivery remediation, built to make that inversion defensible. The design question for commenters is whether a 180-day paper notice and a prominent statement carry the weight that affirmative consent used to carry for the least digital cohort of investors.
Second, the PFI split quietly creates a secured disclosure rail. By prohibiting direct delivery of personal financial information and mandating authenticated website access, the rule pushes the industry toward portal-based, access-controlled disclosure infrastructure. Firms will build once and route everything through it, which is why the rule permits the statement-of-availability method even for non-PFI information. The long-run effect is disclosure as a platform, not a mailing.
Third, the modernisation agenda has a digital asset subtext. The Chairman's framing invoked artificial intelligence and blockchain by name. A default-electronic disclosure regime is the delivery layer that tokenised funds, on-chain distribution and machine-readable disclosure require; paper default was a structural obstacle to any of it. Read alongside the Commission's wider innovation agenda, Regulation E-Delivery is plumbing for market infrastructure that does not yet formally exist in the rulebook.
What Next
US-facing issuers, intermediaries and advisers should inventory every delivery obligation they carry and classify each document as PFI or non-PFI, because that classification dictates the delivery channel. Compare current e-delivery consents and account-agreement terms against the rule's conditions; the release states plainly that firms will need to alter existing practices to rely on the rule. Assess the economics of the transition-notice campaign against print-and-post savings. And comment: the 60-day window is the opportunity to shape the PFI definition, the safeguard-process standard and the notice periods, all of which the Commission has expressly opened for comment. Non-US managers distributing into the United States should track the outcome, since Form ADV Part 2 and Form CRS delivery sit squarely within scope.
The proposed rule, to be codified at 17 CFR 303.100 to 303.104, would permit issuers, broker-dealers, investment advisers, funds, obligors and indenture trustees to deliver required regulatory information electronically without first obtaining affirmative consent, superseding the SEC's 1995 and 1996 e-delivery guidance in their entirety, splitting delivery methods according to whether personal financial information is present, and installing a paper-notice transition and free opt-out architecture for investors who prefer paper.
Notes
1. SEC, Electronic Delivery of Information Under the Federal Securities Laws, Release Nos. 33-11430; 34-105921; 39-2564; IA-6980; IC-36252; File No. S7-2026-25 (16 July 2026), proposing 17 CFR Parts 240, 270 and 303; SEC press release 2026-67.
2. A “covered entity” is any person required to deliver covered information under the Federal securities laws: issuers, other soliciting persons, broker-dealers, investment advisers, investment companies, and obligors and indenture trustees under the Trust Indenture Act. The definition is deliberately evergreen, capturing future persons who may come under delivery obligations without further amendment.
3. The superseded framework comprises the Commission's interpretive releases of 1995 and 1996 (superseded in their entirety, with certain principles reaffirmed) and 2000 (majority retained, certain sections and examples superseded). The trilogy governed e-delivery for three decades without ever being a rule.
4. Notice: the communication gives timely and adequate notice that information is available electronically. Access: the recipient can access the information in a format comparable to paper, without burdensome steps. Evidence of delivery: the sender has reason to believe delivery has resulted or will result. Informed consent was the guidance's preferred evidence, which is precisely why paper became the default: without opt-in, evidence was uncertain.
5. During the two-year interim, an entity may rely on either framework, but not a hybrid: an entity electing Regulation E-Delivery must comply with all of its requirements, including statement-of-availability content and free paper copies, and cannot cherry-pick the default transition while ignoring the rest.
6. An “electronic address” is an identifier used to communicate with a covered recipient electronically, including an email address or, for example, a mobile application the recipient accepts to use. The definition anticipates in-app delivery, which industry data cited in the release shows already dominates account-statement access.
7. “Personal financial information” is defined, in a manner similar to the 1996 guidance, as information specific to a covered recipient's personal financial matters: the contents of an account statement or trade confirmation, as opposed to a prospectus identical for every recipient.
8. The “process reasonably designed to safeguard” the PFI is deliberately technology-neutral: authentication, credentialed portals or equivalent controls, provided the recipient lands directly on the covered information immediately after completing the process. The one-click-after-authentication design responds to the release's concern that multi-click journeys defeat access.
9. The 180-day and 30-day notices apply only where the entity holds an electronic address for the paper recipient and wishes to transition them. The two-notice structure in paper is the rule's answer to the consent question: the investor is told twice, on paper, before the channel changes, and can refuse at zero cost at any time.
10. Proposed sequence: effective date 60 days after Federal Register publication of a final rule; rescission of the 1995 and 1996 guidance adopted simultaneously but effective two years after the rule's effective date. The interim period lets entities time their transition-notice campaigns and rebuild delivery disclosures before the guidance safety net is withdrawn.
11. Covered information is defined by function, reaching information a covered entity is required to deliver, furnish, transmit, send, give, mail, provide, forward, make available or disseminate under the Federal securities laws, a verb list drafted to catch every delivery formulation the statutes and rules use.
12. Rule 30e-3 permitted funds to satisfy shareholder-report delivery through website availability plus notice, an early notice-and-access regime. Its rescission is not a retreat: Regulation E-Delivery generalises the same concept across the rulebook, making the fund-specific carve-out redundant.
13. The E-SIGN Act's consumer consent provisions (15 U.S.C. 7001(c)) otherwise require specified disclosures and demonstrable electronic access before electronic records replace paper. The proposed exemption removes a parallel consent regime that would have reimposed opt-in mechanics on top of the rule's own protections.
(Source: https://www.sec.gov/files/rules/proposed/2026/33-11430.pdf, https://www.sec.gov/newsroom/press-releases/2026-67-sec-proposes-new-e-delivery-approach-make-information-more-readily-accessible-useful-investors)
