Recent SEC Administration Changes

SEC Names Brian Daly as Director of the Division of Investment Management

On June 10, 2025, the Securities and Exchange Commission (the “SEC”) announced that Natasha Vij Greiner, Director of the Division of Investment Management, would leave the SEC effective July 4, 2025. Ms. Greiner had served in the role since March 2024. The SEC announced, on June 13, 2025, that Brian T. Daly would become the new Director of the Division of Investment Management, effective July 8, 2025. For the last four years, Mr. Daly has been a partner in the investment management practice of a law firm. Prior to that, he was a partner in the investment management group of a different law firm and served as general counsel and chief compliance officer in-house at multiple investment management companies. Mr. Daly earned his J.D. from Stanford Law School, his B.A. from Catholic University, and his M.A. from the East-West Center at the University of Hawaii

SEC Names Jamie Selway as Director of the Division of Trading and Markets

On June 18, 2025, the SEC announced that David Saltiel, the Acting Director of the Division of Trading and Markets, would leave the SEC effective July 4, 2025. He had served as Acting Director since December 2024 and had also served in this position previously in 2021. Following an SEC announcement on June 13, 2025, Jamie Selway took over as the Director of the Division of Trading and Markets, effective June 17, 2025. Prior to joining the SEC, Mr. Selway was a partner in private practice advising his clients on capital markets issues and served as a board member and advisor to multiple financial technology companies. Mr. Selway received his M.S. in financial mathematics from the University of Chicago and a B.A. in mathematics and European history from Washington & Lee University.

Other Changes in SEC Personnel

In addition to the changes in the two director positions, the SEC has made the following changes to key personnel:

• Natalie Diez Riggin was named the Senior Adviser and Director of Legislative and Intergovernmental Affairs;
• Kurt Hohl was named Chief Accountant;
• Erik Hotmire will be returning to the SEC as the Chief External Affairs Officer and the Director of the Officer of Public Affairs; and
• Kevin Muhlendorf was appointed the SEC’s Inspector General.

SEC Rulemaking

SEC Extends Effective and Compliance Dates for Amendments to Form N-PORT Reporting Requirements 

The SEC announced on April 16, 2025, that it would be extending the effective and compliance dates for the amendments pertaining to Form N-PORT reporting requirements. As of April 22, 2025, the effective date for the amendments to Form N-PORT and amendatory instruction 2 to the rule under the Investment Company Act of 1940 Act, as amended (the “1940 Act”) associated with N-PORT reporting requirements (Rule 30b1-9) are delayed to November 17, 2027. The effective date for the amendatory instruction 3 to Rule 30b1-9 is delayed until May 18, 2028. The announcement extends the compliance date for fund groups with net assets of $1 billion as of their most recent fiscal year from November 17, 2025, to November 17, 2027. The compliance date for fund groups with less than $1 billion in net assets is extended from May 18, 2026, to May 18, 2028. The effective and compliances date for the amendments to Form N-CEN remain November 17, 2025. For a full discussion of the rule amendments, please see SEC Adopts Reporting Enhancements for Registered Investment Companies and Provides Guidance on Open-End Fund Liquidity Risk Management Programs, in our regulatory update here.

SEC Solicits Public Comment on the Foreign Private Issuer Definition

The SEC, on June 4, 2025, issued a concept release soliciting public comment on the definition of foreign private issuer. Foreign private issuers benefit from certain accommodations and exemptions from the disclosure and filing requirements of the federal securities laws. The concept release solicits public input on whether the changes in the population of foreign private issuers since 2003 warrant changes to the definition of foreign private issuer. The public comment period will remain open for ninety days following publication in the Federal Register.

Extension of Form PF Amendments Compliance Date

The SEC announced on June 11, 2025, that the SEC, along with the U.S. Commodity Futures Trading Commission, voted to further extend the compliance date for the amendments to Form PF until October 1, 2025. The amendments to Form PF, which were adopted on February 8, 2024, originally had a compliance date of March 12, 2025, which had previously been extended until June 12, 2025. For a full discussion of the rule amendments, please see SEC Adopts Rule Amendments to Enhance Private Fund Reporting, in our regulatory update here.

Extension of Compliance Date for Amendments to the Broker-Dealer Customer Protection Rule

The SEC announced on June 25, 2025, that it voted to extend the compliance date to June 30, 2026, for recently adopted amendments to Rule 15c3-3 under the Securities Exchange Act of 1934, as amended (known as the broker-dealer customer protection rule). The amendments, which were adopted by the SEC on December 20, 2024, originally had a compliance date of December 31, 2025. For a full discussion of the rule amendments, please see SEC Adopts

Rule Amendments to Broker-Dealer Customer Protection Rule, in our regulatory update here.

U.S. House of Representatives Reintroduces Bill to Increase Ability of Closed-End Funds to Invest in Private Funds

Representatives Ann Wagner and Gregory Meeks cosponsored a house bill, referred to as “The Increase Investor Opportunities Act” (the “Bill”), that would allow closed-end funds to invest more freely in private funds, which proponents of the Bill view as increasing the opportunity for retail investors to access private markets. The Bill would also limit the portion of closed-end fund shares that activist investors and their affiliates could acquire to no more than 10 percent.

SEC Formally Withdraws Fourteen Rule Proposals 

On June 12, 2025, the SEC formally withdrew fourteen outstanding rule proposals issued by the prior administration. The SEC’s action highlights that any future rulemaking on the various topics will start with a new proposal and another chance for public comment. Below is a list of the withdrawn proposals:

• Conflicts of Interest Associated with the Use of Predictive  Data Analytics by Broker Dealers and Investment Advisers
• Safeguarding Advisory Client Assets
• Cybersecurity Risk Management Rule for Broker Dealers,  Exchanges, and Other Market Infrastructure Entities
• Regulation Best Execution
• Order Competition Rule
• Outsourcing by Investment Advisers
• Enhanced Disclosures by Certain Investment Advisers andInvestment Companies About Environmental, Social and Governance Investment Practices
• Cybersecurity Risk Management for Investment Advisers, Registered Investment Companies, and Business Development Companies
• Volume Based Exchange Transaction Pricing for NMS  Stocks
• Position Reporting of Large Security Based Swap Positions
• Regulation Systems Compliance and Integrity
• Substantial Implementation, Duplication, and  Resubmission of Shareholder Proposals Under Exchange  Act Rule 14a-8
• Amendments Regarding the Definition of “Exchange” and  Alternative Trading Systems
• Amendments to the National Market System Plan  Governing the Consolidated Audit Trail to Enhance Data  Security 

SEC Enforcement Actions and Other Cases

SEC Charges Crypto Asset and Foreign Exchange Trading Company Founder with $198 Million Crypto Asset and Foreign Exchange Fraud Scheme

The SEC charged the founder (the “Founder” or “Defendant”) of a now-defunct entity that claimed to be a crypto asset and foreign exchange trading company (the “Company”) with the offering and selling of unregistered securities and violating antifraud provisions of securities laws. According to the SEC’s complaint, the Defendant, through the Company, sold “membership” packages that guaranteed investors high returns and offered members a multi-level-marketing- like referral incentive. Through the Company, the Founder raised approximately $198 million and spent more than $57 million on luxury items and personal expenses and used the remaining money to pay other investors their purported returns and referral rewards. In addition to the SEC’s charges, the Founder is facing criminal charges for the Ponzi-like scheme.

“[The Defendant] used the guise of innovation to lure investors into lining his pockets with millions of dollars while leaving many victims empty-handed,” said Laura D’Allaird, Chief of the Commission’s new Cyber and Emerging Technologies Unit. “In reality, his false claims of crypto industry expertise and a supposed AI-powered auto-trading platform were just masking an international securities fraud.”

SEC Charges Three Texans with Defrauding Investors in $91 Million Ponzi Scheme

The SEC, on April 29, 2025, announced charges against three individuals (each a “Defendant” and collectively, the “Defendants”) for operating a Ponzi scheme that raised at least $91 million from more than 200 investors. According to the SEC’s complaint, between approximately May 2021 and February 2024, the Defendants operated the scheme through a trust controlled by a Defendant. The complaint alleges that the Defendants falsely represented that investors would receive 12 guaranteed monthly payments of between 3 percent and 6 percent per month, with the principal investment to be returned after 14 months. The SEC alleges that two Defendants held the trust out as a highly profitable international bond trading business with billions in assets and told investors that the monthly returns were generated from international bond trading and related activities. According to the complaint, the Defendants also offered investors the option to protect their investments from risk of loss through the purchase of a purported financial instrument they called a “pay order.” In reality, as the SEC alleges, the trust had no material source of revenue, the purported monthly returns were actually Ponzi payments, and the protection offered by the “pay orders” was illusory. The Defendants misappropriated millions in investor funds for personal use, according to the complaint.

SEC Charges Former Real Estate Investment CEO with Operating Multimillion Dollar Ponzi-Like Scheme

The SEC announced charges against the former CEO (the “Former CEO”) of a real estate investment business, with defrauding approximately 200 investors of at least $46 million by selling them fake interests in real estate investment limited partnerships. According to the SEC’s complaint, the Former CEO managed legitimate limited partnerships that invested in residential and commercial real estate, and that were owned by a set of real investors. From approximately 2007 to April 2024, the Former CEO allegedly offered and sold fake ownership interests in these limited partnerships to defrauded investors. According to the complaint, the fake sales were not reflected in the legitimate records of ownership, and investors who purchased the fake interests never became actual limited partners or received ownership rights. Instead, the Former CEO allegedly commingled new investor funds with personal and business funds and used the commingled funds to make Ponzi-like payments, gave defrauded investors false tax records, and misappropriated investor funds to pay for personal expenses and real estate transactions and expenses related to his personal partnership. The SEC’s complaint charges the Former CEO with violating the antifraud and registration provisions of the federal securities laws.

SEC Drops Liquidity Rule Case, Including Charges Against Two Former Directors

The SEC agreed to voluntarily dismiss its first and only Liquidity Rule enforcement action on July 11, 2025. The action centered around alleged violations of Rule 22e-4 under the 1940 Act (the “Liquidity Rule”) by an open- end investment company (the “Fund”). In May 2023, the SEC charged the Fund’s investment adviser and two of its officers as well as two independent trustees of the Fund (collectively, the “Defendants”) with aiding and abetting the alleged Liquidity Rule violations. The SEC’s agreement to dismiss the case came just months after counsel for the Defendants requested the U.S. District Court in the Northern District of New York drop the case in the wake of the Loper Bright Enterprises v. Raimondo decision that overturned the Chevron deference precedent. For a full discussion of the facts leading to the enforcement action, please see SEC Charges Investment Adviser and Fund Trustees with Liquidity Rule Violations in our regulatory update here.

Department of Labor Promises New Rule to Replace Former Administration’s Rulemaking on ESG Considerations in Retirement Plans

In 2023, twenty-five states sued the Biden Administration in an attempt to block a Department of Labor (the “DOL”) rule that allowed fiduciaries to consider environmental, social, and governance (ESG) factors when choosing retirement investments. The DOL under the Biden Administration defended the suit, winning twice in Texas federal court — and prompting the appeal to the 5th Circuit Court of Appeals. The DOL under the current administration inherited the case and asked the court last month for more time to decide on its position. In a filing in the 5th Circuit, the DOL said it plans to engage in new rulemaking and adopt it “as expeditiously as possible”. The DOL said the new rule will appear on its spring “Regulatory Agenda” but provided no specific timeline. For a full discussion of the facts leading to the lawsuit challenges, please see Twenty-Five States File Lawsuit to Block DOL’s ESG Rule in our regulatory update here.

Supreme Court Grants Petition to Review 2nd Circuit Court of Appeals’ Interpretation of Section 47(b) of the 1940 Act

The Supreme Court granted a petition brought by three closed-end fund sponsors requesting the Supreme Court to decide whether the Second Circuit Court of Appeals’ interpretation of Section 47(b) of the 1940 Act is misguided. Section 47(b) allows parties to seek to cancel contracts they say violate the 1940 Act. In 2019, the Second Circuit ruled that the 1940 Act statute provided an “implied private right of action for rescission” and on that basis, activist shareholders have successfully challenged bylaws that restrict shareholder voting rights. The sponsors argue that the Second Circuit’s position is at odds with the interpretation of Section 47(b) by the Third, Fourth, and Ninth Circuits. The U.S. Solicitor General, Dean John Sauer, supported the Supreme Court’s review of the case and the sponsors have received public support from industry organizations through amicus briefs filed in support of the petition.

Other Industry Highlights

SEC Staff Publishes New Registered Fund Statistics Report 

On April 14, 2025, the SEC published its Annual Registered Investment Company Update based on information reported to the SEC on Form N-CEN filings made for reporting periods from December 2019 through December 2024. The fund statistics only include those funds that are required to file on Form N-CEN: mutual funds (excluding money market funds), exchange-traded funds (“ETFs”), closed-end funds (including interval funds and non-traded funds registered on Form N-2), and separate accounts offering variable annuity contracts on Form N-3. The report shows that there were four hundred less funds at the end of 2024 as there were in 2023, which is below the total number in 2019. While the number of funds decreased, total net assets in the remaining funds increased by $2 trillion, representing a record high over the previous six years. The full report can be found here.

SEC Enforcement Division Outlines New Priorities Under Chairman Akins

At the PLI SEC Speaks 2025 conference in May 2025, leaders from the SEC’s Division of Enforcement (the “Division”) discussed key areas of focus for each of the six specialized units of the Division moving forward:

• Asset Management: priorities include misappropriation and failure to safeguard assets, misleading disclosures, fraudulent valuations, undisclosed fees and expenses, and prohibited trading practices.
• Cyber and Emerging Technologies: this unit was formed in February 2025 and will focus on the use of technology to commit fraud as well as the use of new buzz words or phrases (such as embellishing artificial intelligence (“AI”) capabilities) to commit fraud. Priorities will include blockchain and crypto, cyber-related misconduct, the use of social media, false websites, and the dark web to perpetrate fraud, and insurance cybersecurity compliance.
• Complex Financial Instruments: priorities include sales practice abuse, Regulation Best Interest, and misleading disclosures relating to fees in connection with instruments like security-based swaps, non-traded REITs, and various fixed-income products.
• Market Abuse: the unit will continue to focus on insider trading, market manipulation, and compliance by market venues.
• Public Finance Abuse: priorities include offering fraud and municipal advisors’ registration and duties.
• Whistleblowers: continuing to process whistleblower claims.

The Division leaders also stated that the Division will continue to reward self-reporting, cooperation, and remediation, including by potentially not bringing an enforcement action at all. They also stated that the Division will grant “wells” meetings with Division leadership if parties request them, but that does not necessarily mean multiple meetings throughout an investigation and stated that there are limits to record access.

SEC Office of the Investor Advocate Delivers Report on Objectives for Fiscal Year 2026

The SEC’s Office of the Investor Advocate, on June 25, 2025, delivered its report to Congress detailing the Office’s priorities for fiscal year 2026. These include:

• Investor research and testing existing and proposed disclosures to retail investors;
• Informing SEC activities and policy priorities through data collected from nationally representative surveys;
• Addressing and advocating for the priorities and concerns of retail investors affected by financial fraud;
• Private market investments in retirement accounts; and
• China-based variable interest entities listed on U.S. exchanges.

The full report can be accessed here.