SEC Updates Corporation Finance Interpretations Related to Securities Act Sections and Securities Act Forms
May 5, 2026
The SEC has added two new Q&As to its corporation finance interpretations (CFIs)
to address certain issues related to pooled employer plans (PEPs). Specifically:
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New Question 118.01 has been added to the CFIs on the Securities Act sections. This Q&A discusses the eligibility of PEPs “to claim the Section 3(a)(2) exemption for any interest or participation in a ‘single trust fund.’”
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New Question 126.45 has been incorporated into the CFIs on the Securities Act forms. This Q&A addresses whether an employer participant in a PEP that “offers its own securities to its employees as an investment option in the PEP” is permitted to “use Form S-8 to register the offers and sales of those securities.”
For more information, see the press release on the SEC’s Web site.