SEC Enforcement Trends in 2026 and Heightened Oversight of Foreign-Based Issuers
מגמות באכיפת ה-SEC בשנת 2026 ופיקוח מוגבר על מנפיקים שבסיסם בחו"ל סנקציות, שומרי סף ומבנים של קרן נאמנות - לקחים לחברות ישראליות מההסדר האחרון של OFAC
Question: What Israeli Foreign PrivateIssuers should expect from SEC in 2026?
Answer: In late 2025, the SEC established a Cross-Border Task Force (the“Task Force”) to investigate cross-border fraud involving foreign issuers andmarket intermediaries. The Task Force reflects a more assertive posture toward enforcement of U.S. securities laws against foreign-based companies and their gatekeepers, such as auditors and underwriters, when their activities affect U.S. investors or markets.
Consistent with this approach, the SEC has increased its enforcement activity involving foreign-based entities, including actions addressing alleged disclosure deficiencies, misleading public statements, accounting and internal control weaknesses, and trading irregularities.
For Israeli issuers thatqualify as Foreign Private Issuers (“FPIs”) and are listed in the United States—or that have a meaningful U.S. shareholder base—the SEC’s 2026 enforcement posture suggests heightened scrutiny of public disclosures,financial reporting, and market-facing communications. Particular attention maybe paid to the accuracy and completeness of disclosures concerning business operations conducted outside the United States, related-party transactions,revenue recognition, risk factors, and the adequacy of internal controls overfinancial reporting.
Israeli FPIs should also expect closer examination of the role played by non-U.S. service providers,including auditors and other advisers, and should ensure that governance and compliance frameworks are calibrated to U.S. regulatory expectations. While the SEC continues to recognize the unique status of Foreign Private Issuers, it has made clear that foreign domicile does not insulate issuers from enforcement where conduct affects U.S. investors or markets.
*The contents of this message, current at the date of publication, are for reference and general informational purposes only and do not constitute legal advice. You should contact your attorney to obtain advice with respect to any particular legal matter. You should not act or refrain from acting on the basis of information in this publication without first seeking legal advice from counsel in the relevant jurisdiction. Only your individual attorney can provide assurances that the information contained herein – and your interpretation of it – is applicable or appropriate to your particular situation.
מגמות באכיפת ה-SEC בשנת 2026 ופיקוח מוגבר על מנפיקים שבסיסם בחו"ל סנקציות, שומרי סף ומבנים של קרן נאמנות - לקחים לחברות ישראליות מההסדר האחרון של OFAC
Question: What Israeli Foreign PrivateIssuers should expect from SEC in 2026?
Answer: In late 2025, the SEC established a Cross-Border Task Force (the“Task Force”) to investigate cross-border fraud involving foreign issuers andmarket intermediaries. The Task Force reflects a more assertive posture toward enforcement of U.S. securities laws against foreign-based companies and their gatekeepers, such as auditors and underwriters, when their activities affect U.S. investors or markets.
Consistent with this approach, the SEC has increased its enforcement activity involving foreign-based entities, including actions addressing alleged disclosure deficiencies, misleading public statements, accounting and internal control weaknesses, and trading irregularities.
For Israeli issuers thatqualify as Foreign Private Issuers (“FPIs”) and are listed in the United States—or that have a meaningful U.S. shareholder base—the SEC’s 2026 enforcement posture suggests heightened scrutiny of public disclosures,financial reporting, and market-facing communications. Particular attention maybe paid to the accuracy and completeness of disclosures concerning business operations conducted outside the United States, related-party transactions,revenue recognition, risk factors, and the adequacy of internal controls overfinancial reporting.
Israeli FPIs should also expect closer examination of the role played by non-U.S. service providers,including auditors and other advisers, and should ensure that governance and compliance frameworks are calibrated to U.S. regulatory expectations. While the SEC continues to recognize the unique status of Foreign Private Issuers, it has made clear that foreign domicile does not insulate issuers from enforcement where conduct affects U.S. investors or markets.
*The contents of this message, current at the date of publication, are for reference and general informational purposes only and do not constitute legal advice. You should contact your attorney to obtain advice with respect to any particular legal matter. You should not act or refrain from acting on the basis of information in this publication without first seeking legal advice from counsel in the relevant jurisdiction. Only your individual attorney can provide assurances that the information contained herein – and your interpretation of it – is applicable or appropriate to your particular situation.
