S. 3749

119 S3749 IS: Expanding WKSI Eligibility Act
 U.S. Senate
 2026-01-29
 text/xml
 EN
 Pursuant to Title 17 Section 105 of the United States Code, this file is not subject to copyright protection and is in the public domain.
 II  119th CONGRESS  2d Session  S. 3749  IN THE SENATE OF THE UNITED STATES   January 29, 2026   Mr. McCormick  (for himself and  Ms. Blunt Rochester ) introduced the following bill; which was read twice and referred to the  Committee on Banking, Housing, and Urban Affairs    A BILL
To lower the aggregate market value of voting and non-voting common equity necessary for an issuer to qualify as a well-known seasoned issuer.
1.
Short title
This Act may be cited as the   Expanding WKSI Eligibility Act  .
2.
Definition of well-known seasoned issuer
(a)
In general
For purposes of the Federal securities laws, and regulations issued thereunder, an issuer shall be a  well-known seasoned issuer  if—
(1)
the aggregate market value of the voting and non-voting common equity held by non-affiliates of the issuer is $400,000,000 or more (as determined under Form S–3 general instruction I.B.1. as in effect on the date of enactment of this Act); and
(2)
the issuer otherwise satisfies the requirements of the definition of  well-known seasoned issuer  contained in section 230.405 of title 17, Code of Federal Regulations (as in effect on the date of enactment of this Act) without reference to any requirement in such definition relating to minimum worldwide market value of outstanding voting and non-voting common equity held by non-affiliates.
(b)
Report on withdrawn applications related to well-Known seasoned issuer status
The Securities and Exchange Commission shall, not later than 90 days after the end of each calendar year, publish the total number of applications submitted during such calendar year where the applicant—
(1)
submitted the application under section 230.405 of title 17, Code of Federal Regulations, for a determination by the Commission that the applicant not be considered an ineligible issuer under such section;
(2)
requested such determination in order to meet the definition of a well-known seasoned issuer under such section; and
(3)
withdrew the application.