Encouraging Public Offerings Act of 2026
Sponsored By: Senator Budd, Ted [R-NC]
Introduced
Summary
This bill would expand confidential draft registration and testing-the-waters communications to all issuers, not just emerging growth companies. It would set firm 15-day public-filing deadlines tied to a road show or requested effective date and require the Securities and Exchange Commission to report to Congress before issuing new rules that impose conditions on these practices.
Show full summary
- Private companies and issuers within 1 year after an IPO could confidentially submit draft registration statements for staff review, with initial submissions and amendments publicly filed no later than 15 days before a road show or the requested effective date.
- The testing-the-waters framework would be available to all issuers, widening pre-offering investor outreach while allowing the Commission to add terms, conditions, or requirements.
- Before the Commission issues any rulemaking that imposes new conditions on these communications or submissions for non-emerging growth companies, it must report to Congress explaining the basis for that rulemaking.
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Bill Overview
Analyzed Economic Effects
2 provisions identified: 0 benefits, 0 costs, 2 mixed.
All companies can test investor interest
This bill would let any company use oral or written testing-the-waters communications with potential investors during a registration process. That permission would no longer be limited to emerging growth companies. The SEC could later write rules adding terms or limits on testing-the-waters for companies that are not emerging growth companies. Before starting any such rulemaking, the SEC would have to provide Congress a report listing the findings that support the proposed rules.
More private IPO filings for companies
This bill would let any company privately submit a draft registration statement to the SEC for staff review before a public filing. It would apply before a company's initial public offering and within one year after an IPO or exchange registration. The initial confidential submission and any amendments would have to be filed publicly no later than 15 days before the road show (as defined in 17 CFR 230.433(h)) or, if there is no road show, 15 days before the requested effective date. The SEC could later set extra requirements for confidential filings by non-emerging-growth companies, but it would first have to send Congress a report explaining the findings that support such rulemaking.
Sponsors & CoSponsors
Sponsor
Budd, Ted [R-NC]
NC • R
Cosponsors
Sen. Warnock, Raphael G. [D-GA]
GA • D
Sponsored 6/4/2026
Sen. Tillis, Thomas [R-NC]
NC • R
Sponsored 6/4/2026
Sen. Van Hollen, Chris [D-MD]
MD • D
Sponsored 6/4/2026
Sen. Alsobrooks, Angela D. [D-MD]
MD • D
Sponsored 6/4/2026
Sen. McCormick, David [R-PA]
PA • R
Sponsored 8/4/2026
Roll Call Votes
No roll call votes available for this bill.
View on Congress.gov