United States: Paper Cut: The SEC “FINALLY” Rethinks E-Delivery

By: Thoreau A. Bartmann and Jennifer L. Klass

On 16 July 2026, the SEC proposed Regulation E-Delivery, a new rule that would make e-delivery the default for how investors receive regulatory information under the federal securities laws. Today, most required information arrives on paper unless the recipient affirmatively consents to electronic delivery. Reg E-Delivery would supersede decades of interpretive guidance built around notice, access, and evidence of delivery, reaching nearly all registrants with a delivery obligation—including advisers, registered funds, broker-dealers, and issuers—and covering nearly all required communications.

Importantly, the rule is optional. It functions as a safe harbor: firms satisfying its conditions are deemed to have fulfilled their delivery obligations, but the rule is not the exclusive means of offering e-delivery.

The Basic Conditions

The SEC did not adopt an “access equals delivery” approach. Rather, a firm can default to e-delivery if it discloses the types of information that will be delivered electronically, informs investors of the electronic address, and the investor has not opted out. Investors who opt out would be entitled to paper copies free of charge for so long as the registrant must retain that information.

The rule is technologically neutral about what qualifies as an electronic address, provided the recipient receives an alert that something arrived (texts or blockchain-based notice would qualify). General information can be sent directly, but anything containing “personal financial information” (PFI) must go out as a notice that the information is available electronically in a manner reasonably designed to safeguard the PFI.

When Delivery Fails

Firms would need written policies and procedures reasonably designed to identify and remediate failed delivery—watching for bounce-backs and other signals that an electronic address is invalid. When a failure surfaces, the firm must take reasonable steps to fix it, which may mean reverting to paper until the recipient supplies a new electronic address.

E-SIGN Act

Information delivered under Reg E-Delivery would be exempt from the E-SIGN Act, answering the long-debated question of whether E-SIGN applies to communications required under the federal securities laws.

Transitioning Existing Clients

Firms that want to move existing clients to e-delivery must send advance paper notice 180 days before the transition, plus a reminder 30 days before.