Merger Filing Update: Expanded HSR Form Requirements Remain In Effect As Fifth Circuit Reviews FTC Authority

On Feb. 19, 2026, the U.S. Court of Appeals for the Fifth Circuit granted the Federal Trade Commission (FTC)'s motion to stay a district court judgment that had vacated the FTC's 2024 rule expanding the Hart-Scott-Rodino Act (HSR) premerger notification form. While the FTC requested a stay only through March 2, 2026, the Fifth Circuit instead granted a stay "until further order of [the] court."

Eastern District of Texas Ruling on FTC's HSR Form Authority

The district court's opinion, issued on Feb. 12, 2026, addressed the FTC's 2024 rule, which significantly expanded the information required in the HSR premerger notification form. Judge Jeremy D. Kernodle in the Eastern District of Texas found that the FTC exceeded its statutory authority under 15 U.S.C. § 18a(d)(1), concluding that the agency failed to demonstrate that the rule's claimed benefits "reasonably outweigh its significant and widespread costs." The court further held that the rule was not "necessary