SEC Eases Timing Requirements For Broker Searches

On January 23, 2026, the Securities and Exchange Commission (SEC) published a new compliance and disclosure interpretation in Question 133.02 that provides public companies with greater flexibility to condense the broker searches in connection with their stockholder meetings. Under this new interpretation, registrants may conduct the broker search less than 20 business days before the record date for the meeting, so long as the company reasonably believes that proxy materials will be disseminated to beneficial owners on time and otherwise complies with Rule 14a-13 under the Securities Exchange Act of 1934 (Exchange Act).

The Broker Search Requirement: Rule 14a-13

Exchange Act Rule 14a-13 requires registrants to inquire of record holders how many copies of proxy materials that intermediaries need to deliver to beneficial owners to ensure that they receive voting materials. The rule has long specified that this inquiry must occur at least 20 business days before the