September 15, 2025

Via Electronic Mail

The Hon. Paul Atkins
Chairman
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549-1090

Re: Modernizing Delivery Requirements Under the Federal Securities Laws

Dear Chairman Atkins,

The Securities Industry and Financial Markets Association¹ and its Asset Management Group² (collectively, “SIFMA”) are requesting that the Securities and Exchange Commission (“SEC” or “Commission”) take necessary steps to modernize the framework for the electronic delivery of required communications and disclosures by market participants to investors, customers, and clients (collectively, “customers”). SIFMA believes firms should be permitted to treat electronic delivery as the default delivery method, and that with appropriate customer notifications and safeguards investors can receive necessary information electronically without sacrificing investor protection or choice. In addition, SIFMA encourages the SEC to adopt a rule or issue an order under Section 104(d)(1) of the Electronic Signatures in Global and National Commerce Act (“E-Sign”) to exempt from E-Sign’s requirements all statutory and regulatory requirements under the federal securities laws to deliver information in writing.

I. Rationale for Request

The SEC’s current electronic delivery guidance, which was groundbreaking when it was established, has not been revisited in over 25 years. The SEC generally permits the use of electronic delivery provided that there is timely and adequate notice that information is available electronically; the customer has access to the information; and there is evidence of delivery, which can be addressed by obtaining the informed consent of the customer.³ Additionally, E-Sign, which was enacted after the SEC last updated its electronic delivery guidance, has presented an additional layer of complexity for information that is required to be delivered “in writing” under the federal securities laws.⁴ For those documents, electronic delivery must comply with the requirements of E-Sign, including that the customer has affirmatively consented (or affirmed consent) to electronic delivery.⁵

There has been significant technological innovation and widespread customer adoption, preference for, and use of electronic communications since the SEC adopted its existing electronic delivery guidance nearly 30 years ago. When the SEC first issued its electronic delivery guidance in 1995, it cited a survey that suggested nearly half of all American households own at least one computer and about 16% of those households subscribed to on-line services. (9Use of Electronic Media for Delivery Purposes, 60 Fed. Reg. 53458, 53458 n.4 (Oct. 13, 1995).)) The adoption of electronic technologies has evolved markedly since then. The US Census Bureau has found that, as of 2021, 95% of US households had at least one type of computer and 90% had a broadband internet subscription.⁶ This is in addition to increased use of smartphones and tablets that support a wide variety of e-commerce and financial services applications, as well as other forms of electronic technology.

Further, a July 2025 Investment Company Institute survey found that 88% of fund investors believe that electronic delivery should be the default so long as paper is still an option—including 87% of fund investors aged 65 and older. Of the investors that receive at least some paper documents, 38% believe that a default to electronic delivery would be better because they either thought they signed up for electronic delivery or the process for opting in to electronic delivery was too cumbersome.⁷

Despite significant changes in the adoption and use of technology, the SEC’s electronic delivery guidance continues to be a substantial burden on electronic commerce and an obstacle to improving the investor experience. Making electronic delivery the default mechanism for transmitting required customer communications will improve the customer experience, promote more timely communications, decrease the number of paper mailings, reduce unnecessary costs, and enhance the security of receiving sensitive financial and personally identifiable information.

II. Making Electronic Delivery the Default Method of Delivery

The SEC should amend relevant customer communications rules and its electronic delivery guidance to permit firms to treat electronic delivery as a default delivery method.⁸ Specifically, after a transition period that includes notice to customers about the switch from postal to electronic delivery, firms should be permitted to designate electronic delivery as the default method of delivery for required customer communications, and to deliver customer communications electronically to an electronic delivery address that the firm has on file for the customer (“E-Delivery Address”). Firms would be deemed to have satisfied obligations under the federal securities laws to deliver required communications by sending the communications or a notice of the availability thereof to the E-Delivery Address (or otherwise making the communications available to institutional investors as contemplated in Section II.D).

SIFMA believes the following key principles are critical to treating electronic delivery as a default delivery method:

Covered Communications. Consistent with the SEC’s current electronic delivery guidance, firms should only need to follow the updated guidance with respect to communications that are required to be delivered under the federal securities laws and not with respect to any other communications.⁹

Covered Firms. For these purposes, firms could include broker-dealers, investment advisers, issuers, sponsors, and other market participants required to deliver communications to investors under the federal securities laws.

Covered Accounts. The electronic delivery process should apply at the legal entity level only, and cover all of the customer’s accounts at the entity. For example, where a broker-dealer is part of a financial services holding company, or has affiliates or subsidiaries, each entity would need to separately follow applicable requirements for electronic delivery.

E-Delivery Address. An E-Delivery Address could include a variety of current and future electronic methods for delivering communications, such as an email address, cell phone number, online account, web-based portal, mobile app, or other means developed by a firm to deliver communications electronically. The E-Delivery Address could be provided by the customer, established by the customer, or provided or selected by a customer’s employer (e.g., non-ERISA 403(b) plan account where an employer provides or selects an E-Delivery Address on the customer’s behalf under applicable law). For non-publicly available information (e.g., account statements), such information could be delivered to a customer securely, regardless of the electronic method chosen. As technology evolves, the SEC should facilitate innovation and adoption of new delivery methods.

Separate Consent Not Required. Consistent with treating electronic delivery as a default delivery method, firms should not be required to obtain separate consent to electronic delivery.

Confirmation of Receipt Not Required. Consistent with the SEC’s existing electronic delivery guidance, as is the case with postal delivery, firms should not be required to confirm that communications sent to an E-Delivery Address were received or accessed by the customer.

Policies and Procedures. Firms are currently required to adopt and implement policies and procedures reasonably designed to ensure compliance with the federal securities laws, including applicable requirements to deliver communications. In this regard, firms typically have a process to monitor and remediate electronic delivery failures, including email bouncebacks, such as to notify a customer by postal delivery of an electronic
delivery failure and to switch a customer to postal delivery after successive electronic delivery failures. SIFMA believes the SEC should avoid imposing prescriptive policies and procedures requirements and allow firms to adopt and implement policies and procedures reasonably designed to address delivery requirements in light of their business models.

Paper Is Always an Option. Customers who receive communications via e-delivery will have the option to request paper delivery at any time and for any reason. Firms could also allow investors to change delivery preferences by contacting their firm representatives, calling a toll-free number, accessing a firm’s mobile application or online platform, or through other means. The SEC should permit firms to determine an appropriate approach for investors to change delivery preferences in light of their business models, rather than prescribing a process through rule or guidance.

A. Existing Customers

Customers who already accept electronic delivery should continue to receive their customer communications for existing and new accounts according to a firm’s electronic delivery process. For other existing customers, following a transition period,¹⁰ firms should be permitted to begin delivering required customer communications electronically to an E-Delivery Address.

The SEC could require that, before being switched to electronic delivery, customers receive notice by postal delivery that explains generally how electronic delivery will work, including the customer’s current delivery method or E-Delivery Address, and how it will change under the new framework. These notices could indicate that electronic delivery will begin on a specified date unless the customer elects to receive documents by postal delivery or the firm does not have an E-Delivery Address for the customer, urge customers to contact the firm if the E-Delivery Address changes, and describe how to choose postal delivery (see Section II.C below). If an existing customer elects to receive documents by postal delivery or the firm does not have an E-Delivery Address for the customer, the customer would continue to receive postal delivery.

Example 1: Customer A of ABC Brokerage is currently enrolled in electronic delivery. ABC Brokerage would continue delivering documents electronically to Customer A unless Customer A notifies ABC Brokerage that she wants postal delivery.

Example 2: Customer B of ABC Brokerage provided the firm an E-Delivery Address when Customer B opened an account. During the transition period, ABC Brokerage sends Customer B notification that, as of a specified date, Customer B will begin to receive disclosures required under the federal securities laws through electronic delivery at an E-Delivery Address for Customer B and that, absent an election for postal delivery, on the specified date, ABC Brokerage will begin delivering required disclosures to Customer B via the E-Delivery Address.

1. SIFMA is the leading trade association for broker-dealers, investment banks and asset managers operating in the U.S. and global capital markets. On behalf of our industry’s one million employees, we advocate on legislation, regulation and business policy affecting retail and institutional investors, equity and fixed income markets and related products and services. We serve as an industry coordinating body to promote fair and orderly markets, informed regulatory compliance, and efficient market operations and resiliency. We also provide a forum for industry policy and professional development. SIFMA, with offices in New York and Washington, D.C., is the U.S. regional member of the Global Financial Markets Association (GFMA). [↩]
2. SIFMA’s Asset Management Group (SIFMA AMG) brings the asset management community together to provide views on U.S. and global policy and to create industry best practices. SIFMA AMG’s members represent U.S. and global asset management firms that manage more than 50% of global AUM. The clients of SIFMA AMG member firms include, among others, tens of millions of individual investors, registered investment companies, endowments,
   public and private pension funds, UCITS and private funds such as hedge funds and private equity funds. For more information, visit http://www.sifma.org/amg. [↩]
3. Use of Electronic Media by Broker-Dealers, Transfer Agents, and Investment Advisers for Delivery of Information, 61 Fed. Reg. 24644 (May 15, 1996) [hereinafter 1996 Electronic Delivery Guidance]. [↩]
4. Electronic Signatures in Global and National Commerce Act, PL 106–229, June 30, 2000, 114 Stat 464; see also 15 USCA §§ 7001 to 7006, 7021, 7031. [↩]
5. See infra note 17. [↩]
6. US Census Bureau, Computer and Internet Use in the United States: 2021 (June 18, 2024), available at https://www.census.gov/newsroom/press-releases/2024/computer-internet-use-2021.html. [↩]
7. Holden, Sarah, Daniel Schrass, Jason Seligman, and Michael Bogdan, Investment Company Institute, Americans’ Views on E-Delivery of Financial Documents (Sept. 3, 2025), available at www.ici.org/files/2025/25-ici-paper-edelivery.pdf. [↩]
8. See Dalia Blass, Director, Div. of Inv. Mgmt., SEC, Speech: PLI Investment Management Institute (July 28, 2020) (“I do not believe that we should override any expressed delivery preference, but we should consider guidance that treats physical and electronic delivery as equals rather than measuring delivery against a paper standard.”). SIFMA encourages the SEC to consider ways to coordinate with other financial regulators, including self-regulatory organizations and the North American Securities Administrators Association, to ensure harmonization of regulatory guidance on electronic delivery. [↩]
9. See 1996 Electronic Delivery Guidance, 61 Fed. Reg. at 24646. [↩]
10. For example, the transition period could be six to twelve months. The “Improving Disclosure for Investors Act of 2025” (S. 1877) would only impose a 180-day transition period. [↩]