119 HR 3381 IH: Encouraging Public Offerings Act of 2025 U.S. House of Representatives 2025-05-14 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.

I119th CONGRESS1st SessionH. R. 3381IN THE HOUSE OF REPRESENTATIVESMay 14, 2025Mrs. Wagner (for herself, Mr. Meeks, and Mr. Sessions) introduced the following bill; which was referred to the Committee on Financial ServicesA BILLTo amend the Securities Act of 1933 to expand the ability to use testing the waters and confidential draft registration submissions, and for other purposes.

1.

Short title

This Act may be cited as the Encouraging Public Offerings Act of 2025.

2.

Expanding testing the waters

Section 5(d) of the Securities Act of 1933 (15 U.S.C. 77e(d)) is amended by striking an emerging growth company or any person authorized to act on behalf of an emerging growth company and inserting an issuer or any person authorized to act on behalf of an issuer.

3.

Confidential review of draft registration statements

Section 6(e) of the Securities Act of 1933 (15 U.S.C. 77f(e)) is amended—(1)in the heading, by striking Emerging Growth Companies and inserting Confidential review of draft registration statements; and(2)by striking paragraph (1) and inserting the following:(1)

In general

Any issuer may, with respect to an initial public offering, initial registration of a security of the issuer under section 12(b) of the Securities Exchange Act of 1934 (15 U.S.C. 78l(b)), or follow-on offering, confidentially submit to the Commission a draft registration statement, for confidential nonpublic review by the staff of the Commission prior to public filing, provided that the initial confidential submission and all amendments thereto shall be publicly filed with the Commission not later than—(A)in the case of an initial public offering, 10 days before the effective date of such registration statement;(B)in the case of an initial registration of a security of the issuer under such section 12(b), 10 days before listing on an exchange; or(C)in the case of any offering after an initial public offering or an initial registration under such section 12(b), 48 hours before the effective date of such registration statement..