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ARTICLE · 04 FEBRUARY 2026

FTC Ups HSR Act Thresholds In 2026 Annual Update

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The US Federal Trade Commission recently published its annual update to the Hart-Scott-Rodino (HSR) Act thresholds in the Federal Register.

United StatesAntitrust/Competition Law
Scott Perlman
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The US Federal Trade Commission recently published its annual update to the Hart-Scott-Rodino (HSR) Act thresholds in the Federal Register. The HSR Act governs certain deals that must be reported to the FTC and the US Department of Justice prior to being consummated.1 These changes become effective on February 17, 2026 for transactions closing on or after that date.

Pursuant to the new thresholds, a transaction must be reported if:

  • The transaction value is greater than $535.5 million (previously, $505.8 million); or
  • If (a) the transaction value is greater than $133.9 million (previously, $126.4 million); (b) one party has net sales or total assets of $26.8 million or more (previously, $25.3 million); and (c) a second party has net sales or total assets of $267.8 million or more (previously, $252.9 million).

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