Earlier this year, the Securities and Exchange Commission (the “SEC”) introduced a new filing system, referred to as EDGAR Next, which establishes an authentication process for EDGAR filers seeking to make filings with the SEC. The new system went live on March 24, 2025 and the deadline for all filers to transition to EDGAR Next is September 12, 2025. After that date, EDGAR filers will not be able to make filings with the SEC unless they have enrolled in the EDGAR Next system. All EDGAR filers are required to transition to EDGAR Next, including public companies, Section 16 insiders (such as public company directors and executive officers) and any investors that make SEC filings.
The new EDGAR Next filing system is designed to enhance EDGAR account security and reduce the risk of unauthorized filings. Historically, a filing could be made on behalf of a filer by anyone who possessed certain EDGAR codes for such filer (the CIK and CCC codes). Beginning September 15, 2025, the Edgar Next system will require specific authorization for any person or entity seeking to make an SEC filing on behalf of a filer.
Under the EDGAR Next system, filers designate individuals and/or entities to serve in roles, such as “account administrator,” “user” or “delegated entity.” An account administrator manages the filer’s EDGAR account, serves as a point of contact for SEC questions or communications, can add or remove account administrators, users and delegated entities and submit SEC filings. A user may only submit SEC filings. A delegated entity can submit filings for a filer and can also delegate to its own personnel (as delegated users) the authority to make filings for the filer. A delegated entity can be any EDGAR account, including filing agents (such as financial printers), companies making filings on behalf of their directors and officers and parent companies of large groups of related filers.
Each individual that will be assigned a role for an EDGAR filer will need login.gov credentials. Importantly, the e-mail address used by an individual for login.gov must match the e-mail address provided during such person’s EDGAR Next enrollment. Accordingly, individuals with an existing login.gov account linked to a personal e-mail address (including e-mails associated with a Global Entry account) should consider whether to create a separate login.gov account that uses a business e-mail address for purposes of EDGAR Next.
The transition to EDGAR Next is a one-time event for each filer (i.e., each unique CIK). However, EDGAR Next will require that an account administrator for each EDGAR filer confirms annually that all designated individuals and entities for the filer remain authorized to act on behalf of the filer. Account administrators can select a deadline of March 31, June 30, September 30 or December 31 for the annual confirmation. If the annual confirmation is not submitted within three months of the chosen deadline, the filer’s account will be deactivated.
The following is a general list of steps to be taken by EDGAR filers transitioning to EDGAR Next:
- Confirm the EDGAR filer’s CIK, CCC and passphrase codes.
- If a filer does not know its CCC and/or passphrase or has not reset its CCC and/or passphrase since September 2019, the filer should obtain or reset these codes prior to enrolling using the e-mail address associated with the filer’s EDGAR account.
- If a filer is not able to access or reset its CCC and/or passphrase using the e-mail address associated with the filer’s EDGAR account, the filer will be required to complete and submit a Form ID to the SEC in order to have the codes reset (note that this process can take an additional 5-15 business days).
- Identify all individuals and entities who will serve a role on behalf of the filer, including any third-party filing agents, and identify at least two individuals to act as account administrators.
- We recommend having multiple account administrators to minimize the risk that account access is lost.
- Ensure all individuals who will serve in a role for the filer have a login.gov account and collect the e-mail addresses associated with those login.gov accounts. Collect a business address and business telephone number for each person who will serve as an account administrator.
- Obtain the CIK(s) from any third-party filing agent that will be authorized to submit filings on behalf of the filer.
- Determine the preferred deadline for the filer’s annual confirmation (March 31, June 30, September 30 or December 31).
- Enroll the filer in EDGAR Next on the EDGAR Filer Management portal and designate at least two account administrators.
- Following enrollment, individuals designated as account administrators should accept the EDGAR Next invitation to act as an account administrator. One of the account administrators should then designate the earlier-identified individuals and entities as account administrators, users or delegated entities.
- Share the new CCC code with filing agents or revert the new CCC code to pre-enrollment CCC code.
- As part of enrolling in EDGAR Next, a filer’s CCC code is automatically reset. The new code must be shared with filing agents to ensure they are able to continue making filings on the filer’s behalf following enrollment. Alternatively, the EDGAR Filer Management website makes it easy for account administrators to change the CCC code, which could be reverted to the pre-enrollment code.
Below are some practical considerations for public companies and others as they move through the EDGAR Next enrollment process and transition:
- Not only do public companies need to enroll in EDGAR Next, but each of a company’s Section 16 filers (including directors and executive officers) need to enroll. Enrollment will require that each individual confirm its CIK, CCC and passphrase. If an individual is not able to access or reset its CCC and/or passphrase, the filer will need to complete and submit a Form ID to the SEC to have the codes reset, which may take an additional 5-15 business days.
- Some Section 16 filers may have reporting obligations for more than one public company, in which case they will need to delegate filing authority to each such company or designate a person at each company to act as an account administrator.
- Note that each filer may enroll in EDGAR Next only once, and only one individual can enroll each filer. Therefore, if a person has reporting obligations for multiple public companies, the filer should determine who will enroll the filer in EDGAR Next and ensure that others (such as individuals at other public companies or outside law firms) do not also attempt to enroll the filer.
- Someone should (i) determine which account administrator will be responsible for submitting the annual confirmation and (ii) establish controls or procedures to ensure the annual confirmation process is timely completed.
- Public companies that assist their directors and executive officers with Section 16 filings should update their onboarding procedures for new directors and executive officers, including ensuring (i) they are enrolled in EDGAR Next and have designated the company as a delegated entity or someone at the company as an account administrator and (ii) the company knows the person’s annual confirmation deadline and the process to timely complete the confirmation.
- Public companies that assist their directors and executive officers with Section 16 filings should consider aligning the annual confirmation deadline for such filers.
- EDGAR filers should be sure to coordinate with filing agents well in advance of any filings to ensure that filing agents are properly authorized to file on the filer’s behalf. Many filing agents have posted instructions on their websites regarding the delegation of filing authority.
- EDGAR filers should be enrolled and ready to file using the EDGAR Next system no later than September 12, 2025. While the grace period to enroll in EDGAR Next continues until December 19, 2025, filings must be made using the EDGAR Next system starting September 15, 2025 and the enrollment process may require additional time to complete. After December 19, 2025, enrollment will be closed and filers seeking access to EDGAR Next must submit a Form ID, which will likely take more time than the enrollment process.
