ELEVATE Act of 2025
Sponsored By: Representative Nunn, Zachary [R-IA-3]
Passed House
Summary
Expands confidential review of registration statements for issuers. The ELEVATE Act narrows the look-back used for emerging growth companies to at most the two preceding years and creates a statutory confidential draft submission process to the SEC with strict non-disclosure protections.
Show full summary
- Emerging growth companies: Allows a look-back of up to two preceding years for the specified Section 12(b) calculation. This creates an EGC-specific exception to the general look-back rule.
- Issuers preparing to list: Any issuer may confidentially submit a draft registration statement to the SEC for nonpublic staff review. The initial confidential filing and any amendments must be made public no later than 10 days before listing on a national securities exchange.
- Information handling and disclosure limits: The SEC is barred from disclosing material submitted under this process and that material is treated as confidential under federal information laws, including the provisions referenced for Freedom of Information Act handling.
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Bill Overview
Analyzed Economic Effects
2 provisions identified: 0 benefits, 0 costs, 2 mixed.
Private SEC draft filings before listings
This bill would let any company send a draft registration to the SEC for private staff review before a public filing. The company would have to publicly file the draft and all changes at least 10 days before listing on a national stock exchange. The SEC would be barred from disclosing these private drafts. If enacted, investors could see less early information while reviews happen in private.
Shorter look-back for emerging growth companies
This bill would set a two-year look-back window for emerging growth companies. In these cases, the rule would use no more than the two prior years when checking history for listing or registration. This could ease filings for these smaller issuers, but investors would see a shorter history.
Sponsors & CoSponsors
Sponsor
Nunn, Zachary [R-IA-3]
IA • R
Cosponsors
Rep. Bynum, Janelle S. [D-OR-5]
OR • D
Sponsored 5/8/2025
Roll Call Votes
No roll call votes available for this bill.
View on Congress.gov